9 Knackered Souls
by DrIvoRobotnik
Summary: MLP:FiM and RVB crossover. Post RvB revelation. After a freak accident sends them to Equestria, the Red and Blue teams must join forces with ponyville to find a way back home and defeat an old nemesis. Rated T for swearing and violence
1. Chapter 1: creating the breach

part one

A clicking noise filled the air as the wrench tightened the last nut into place. With a sigh of relief, Twilight Sparkles levitated the wrench back into one of the many tool boxes surrounding her work shop. She closed the lid and turned around to view her creation. It looked like a big metal door frame; three ponies high and two ponies wide. Wires snaked out and around the frame to computers and control panels and generators placed furthur back in the work shop. Lights blinked and flickered on the contraption as beeps and humms filled the air.

"Uh, what is this thing suppose ta' be again, Twi?" Rainbow Dash asked, rather befuddled.

"This-" Twilight replied "-is a matter transmitter." She said proudly as she moved around different computers typing in various commands and codes. Twilight turned around to see her friend's confused expression. "Er...You know how I teleport?" Twilight asked. Dash nodded. "It's just like that, only instead of just me being able to teleport myself and/or someone next to me, this baby-" She patted the frame affectionately. "-will be able to teleport any pony, regardless of their type, anywhere within it's range." Dash nodded again, though quicker this time.

"So if I wanted to, this could send me to Sweet Apple Acres right now?" The Tomcolt asked. Twilight frowned.

"Weeeeellllll...hypothetically speaking, yes." She said reluctantly. "I haven't actually tested anything with it yet, and I plan on running a lot of experiments and simulations to make sure it'll be safe for ponies to use." Twilight finished.

"Why? What happens to a pony if it messes up?" Dash inquired.

"Um...if you got teleported to the wrong spot, say, in the middle of a mountain..." The purple maned unicorn let the scenario trail off. Dash made a disgusted look.

"Why would any pony ever want to try that?" Dash asked, incredulous.

"No, no! That's why I'm going to test it over and over to make sure nothing bad happens! See?" Twilight exclaimed. "By the time I'm done, you won't even think twice about using this machine!" She said, trying to assure Dash. The rainbow-haired pegasus frowned.

"I dunno about that. I think I'll just stick with my wings." She replied in a "I'm not convinced" tone of voice. Dash flapped her wings a few times to get the point across.

"Regardless, even if nopony wants to use it, it can still be used for transporting supplies and equipment! The possibilities are endless!" Twilight responded a bit more confidently.

"Uh-huh...so when ya gonna test it?" Rainbow Dash asked. Twilight grinned.

"Now's a good as time as any! Watch-" Twilight levitated a cardboard box with the words "test" written on it in front of the frame. "-as I teleport this box from here to the other side of the room!" Twilight turned her attention to the multitude of computers in the workshop. She stopped momentarily and gestured for Dash to join her. "Com'n Dash. I'd rather you not be too close to the machine when it starts." Dash merely rolled her eyes but figured it was best to do what the eggheaded-bookpony said. Dash knew that Twilight was better then the rest of her friends when it came to magic and technology. It didn't change the fact she was still a klutz sometimes and it occasionally carried over into her work. Therefore, while Dash still wanted to watch, she didn't want to be caught up in the probable explosion that would ensue.

"Well-" She started, trotting next to Twilight. "-lets get this party started!" The pegasus pony said, trying to sound excited.

"That's the spirit Dash!" Twilight exclaimed. She handed Dash a set of tinted goggles. "Here, just in case." 'Just in case' what was never specified, but Dash put the goggles on. Better to be safe then sorry. With a few telekinetic taps on the keyboards, Twilight activated the machine.

With a groan, it started to humm and buzz to life. The noises built up to a steady roaring; like that of a real heavy wind. In the center of the arch, a spark flickered into existence. The spark quickly grew, and in a flash, a white portal enveloped the space inside the metal frame. Twilight cheered in excitement.

"It works! It's stable! This is amaz-" The words died on her lips as the archway shuddered and plumes of sparks and smoke burst out of several computers. The portal rippled and wavered as angry blue streaks of light danced along the edges.

"TWI! TURN IT OFF!" Dash shouted over the growing castraphony.

"I CAN'T!" Twilight yelled in panic, desperately typing on keyboards and control panels. "IT'S STARTED A RUN-A-WAY REACTION! THERE'S NOTHING I CAN-" At that moment, a tremendous roar filled the air and portal suddenly grew beyond the confines of the gate and enveloped the room. The two ponies felt their hair stand on end as the light swallowed them, saw a flash, and then-

000000000000000000000000000

"YAAAAAAAAH! SURRENDER AND EAT LEAD DIRTY BLUES!" The strange declaration echoed through the three-sided canyon; accompanied by the noisy growl of a Warthog engine as the vehicle leaped over a stream and spun in a 180 in front of Valhalla base 17-B. A figure dressed in red Spartan VI armor jumped out of the passenger seat and brandished his shotgun. "Alright bluetards! Come out with your hands up! Preferably tied so it'll make killing you easier!" He shouted. Two other figures, one in orange armor driving the vehicle, and one in maroon armor manning the gun, hopped out of the Warthog and stood alongside the red one.

"You know, we could always ask politely, Sarge. We're not actually at war anymore." The orange one said snidely.

"Shut up Grif!" The red one, 'Sarge,' yelled at him. "Never stop preparing for the worst! The day might come when we might just have to come over here and kill every last, dirty, stinking blue here! And a beautiful day it will!" Sarge explained. He then turned to the one in maroon armor. "Simmons, did you bring it?" Sarge asked.

"Got it right here, sir!" Simmons replied, hefting a metal crate in front of him.

"Excellent!" Sarge exclaimed. "Now we just to get inside. C'MON SCUMBAGS! GET OUT HERE BEFORE WE DRAG YOU OUT OURSELVES!" He shouted into the base entrance-way. As if on cue, two distinct voices could be heard approaching the entrance; one was chatting happily whilst the other grumbled the whole way. Finally two more figures, dressed in the same armor as the others(though one was cyan and the other purple), emerged from the base.

"Great. You guys again. What the hell do you want now?" The Cyan colored soldier asked.

"And why all the shouting? Simply asking politely goes a long way in civilized-" The purple soldier started to say before Sarge cut him off.

"Stow it bilge-pumps! I'm here-by commandeering this base in the name of Red Army until further notice! Attempts to stop us will result in hot lead death dealt by my shotgun!" Sarge informed them enthusiastically.

"Whatever. See if I give a rat's ass. Just don't break anything. Again." The Cyan soldier retorted.

"See? All you had to do was ask. It's not hard at all! Blue base is open to all who-" The purple soldier was again interrupted, this time by the Cyan one.

"Cram it, Doc. Let's just make sure these bozos don't wreck any of our stuff." He nodded to Grif. "Sup Grif."

"Sup Tucker." Grif replied. "Where's Wash and Caboose?" The red team soldier asked.

"Wash is off somewhere around here. I think he's trying to fix some old comm equipment. Lord only knows what Caboose is up to." Tucker responded.

"No doubt cowering in fear at our amazing rush tactic!" Sarge stated, listening on their conversation. "Alright red team! To the kitchen!" He said, striding down the hallway.

"Kitchen? What the hell?" Tucker asked no-one in particular.

"Grif was supposed to order actual food stocks but all he got us was a year's worth of TV dinners." Simmons informed the blue. "And then the microwave broke." He said with a hint of bitterness and shot a look at Grif.

"Hey, making food is hard! Besides, I can't wait three minutes if I'm hungry. It just makes more sense to cook all three meals at once!" Grif said.

"Tell that to the microwave." Simmons responded and followed Sarge deeper into the base. Grif followed leaving the blue team members alone for a moment.

"What the hell is going on up here?" They turned to find a figure in blue armor with yellow markings standing behind them.

"Oh, hey Wash. The reds destroyed their microwave and now they want to use ours." Tucker said, sounding bored.

"Wait, so the reds destroy their microwave, and now you're letting use ours instead?" 'Wash' repeated, sounding incredulous.

"Sharing is caring." Doc piped up.

"Shut up." Wash said sharply. "Why didn't you stop them?" He demanded from Tucker.

"Hey, I'm not about to argue with a lunatic and a loaded shotgun in his hands." Tucker said dismissively. "Besides, you're the highly trained freelancer agent. Why don't you stop them?" He asked. Wash sighed angrily.

"Fine. Someone's got to keep this base from falling apart. Speaking of which, where's Caboose?" Wash said annoyed.

"Oh he's downstairs working on some project in the reactor room." Doc said pleasantly.

"WHAT?" Wash and Tucker exclaimed at the same time.

"You LEFT HIM ALONE IN THE REACTOR ROOM TO WORK ON SOME PROJECT?" Wash exploded angrily.

"Go get him before he blows up the damn base!" Tucker shouted; panic rising in his voice.

"Hey guys! Why are we shouting? Is it a contest? I-bet-I-can-beat-all-you-guys." A figure in royal blue armor popped out from a nearby corridor. He said the last phrase as one word. The other three stared at him for a second before Tucker spoke.

"Caboose, what the hell were you doing in the reactor room?" He demanded. Caboose cocked his head to the side, as though he were thinking.

"Oh, that? I was just working on the-best-top-secret-surprise-EVER!" He exclaimed, trying to sound bored at first but gettting caught up in his own excitement.

"What. Were you. Working on. Caboose?" Wash asked through gritted teeth. Caboose looked around and sighed.

"Alright, but the surprise is ruined now." He warned. "I was building teleporters!" Caboose stated. "I hooked them up to the reactor and now we can go anywhere we want to! What are the reds doing here?" He asked, changing the subject. "Are they having a party? Is it someone's birthday? I love birthday parties!" Caboose exclaimed, getting very excited.

"No Caboose. They're not here for a birthday party. They're just using the microwave." Tucker replied irritably.

"Uh-oh." Was all Caboose could say. The attention of the other three was now riveted to Caboose.

"What do you mean 'Uh-oh', Caboose?" Wash said as calmly as he could manage.

"Weeeelllll-" Caboose began slowly. "-when I was setting up the system, I might have made a few adjustments to the reactor's power output that might be thrown out of balance if somebody uses say, a microwave, which might accidentally cause a power surge that could have a small chance at causing the reactor to explode." Caboose finished. "But I think we can agree that it's nobody's fault." He added. The others stared at him in disbelief.

"We gotta stop them before they-" Wash started to say but was interrupted by the base shuddering. The lights began to flicker and an alarm sounded. A loud whine from the reactor room filled the air. Wash looked at those assembled around him and sighed. "Goddammit." There was a bright flash, and then nothing.

000000000000000000

*UNSC ONI research facility. Location classified*

"Beginning primary power-up sequence." A technician stated. A group of technicians and a ONI officer stood in a control room observing an electronics lab. Inside the lab was an oval-shaped metal device that was hooked up to a multitude of cables and wires.

"Easy. Remember the carrier unit is unstable. We have all the time in the world. Don't rush this." The ONI officer stated. The device began to hum to life as power slowly ran through its circuits. Things seem to be going smoothly until one of the consoles started beeping.

"The hell..?" Muttered on of the technicians. "That's not possible!" He exclaimed. The ONI officer was there in a second.

"What's wrong?" He demanded.

"There's some type of unknown energy field that's enveloping the carrier unit! I don't know where it came from!" The technician responded. Consoles around the room began to beep in alarm

"Shut down everything! Don't let the carrier unit get-" The officer's words were cut off as a sphere of light surrounded the device. There was a flash and the sphere disappeared. The device smoked slightly.

"No readings of any type coming from the carrier unit. Whatever information was stored on there is gone now." A different technician stated. The others nodded in agreement. The officer blanched and wondered how he would explain how one of the ONI's leads to the Freelancer Project fiasco had mysteriously self-destructed.

00000000000000000000000000

"Uuugghh..." Well that sucked, whatever it was. Simmons forced his eyes open and then shut them as the bright sky assaulted them. His head roared and his stomach was busy doing flip-flops. He rolled on his side and rubbed his face in the grass. It took a moment for him to realize he wasn't wearing his helmet. A slight breeze ticked his backside and he suddenly was aware he wasn't wearing the rest of his armor either. He slowly opened his eyes and looked down at himself. Then he blinked, shook his head, and looked again. "This isn't possible." Growing panic and confusion emanated from his voice.

"Aaah! What the fuck?" Trying to stand, Simmons looked over to where he had heard Grif curse, and promptly fell over. Grif too was a pony. A pony with wings. "I'm trippin'. That's the explanation. There was something in the TV dinners and I'm totally trippin'." Grif said, trying to rationalize why he was suddenly a pony.

"Fraid not, Wingnut!" Both Simmons and Grif looked to see a red pony with a grey tail and buzz-cut mane approaching them. A set of yellow Sargent's stripes adorned either side of his rear flank. "Men, I have good news and bad news." The two stared at him, hoping beyond logic that for once their leader had formulated a sane theory that didn't involve violence. "The bad news is we're dead. The blues obviously booby-trapped their equipment in a suicide effort to take us down! It seems they've succeeded!" He stated like it was the most obvious thing in the world. "The good news is we've ended up in some strange purgatory. We can use this opportunity to find the blues and pay them back for their insidious sabotage! Even better news! Whatever gods in control around here have seen fit to grant us abilities to make up for taking our weapons." Sarge stopped for a moment, sniffed, and muttered something about missing his beloved shotgun before continuing. "I've been blessed with strength. Simmons, you've been given a horn to stab others with." He gestured to the horn Simmons just realized was sticking out from his forehead. "Grif here has been blessed with wings, allowing him to conduct Kamikaze attacks on the enemy! It's the perfect ability for him!" Sarge exclaimed gleefully.

"Wait, aren't kamikaze attacks just like suicide bombings but with planes?" Grif asked, momentarily forgetting his new pony body.

"Yep! Like I said, the perfect ability!" Sarge replied cheerfully.

"The hell with that! I got wings now! I'm out of here!" Grif exclaimed angrily, and took off for the skies. He crashed moments later. "Fuck this. Flying is hard." He grumbled. "Being a pony sucks. I have to work out twice as much just to move around, and I don't have any hands to hold chips with." Grif whined.

"Shut it, dirtbag! And what's with those out-of-regs tattoos you have on your backsides?" Sarge shouted at both the other ponies.

"Huh?" Grif looked at his flank. Stamped on it was a hammock strung between two trees. Simmons looked at his own sides and saw he had a computer monitor with a kiss imprint on them.

"What are these for?" Grif exclaimed. He tried to paw the markings off but only succeeded in wiping dirt on his coat. "And why don't they come off?" He said, becoming more and more confused.

"I think they're permanent." Simmons stated. He studied the marks on the three of them, a thought striking him. "What if they represent personality traits?" He said aloud. After eying Grif's mark for a few more seconds, he nodded his head. "Definitely personality traits."

"Well yours fit you perfectly then." Grif replied with a smirk. "Kiss-ass." He added. Simmons snarled and pawed the ground in Grif's direction.

"Why don't we see how far I can fit this horn into your lazy skull." Simmons threatened. Grif moved to challenge Simmons, but Sarge stopped them.

"Knock it off you two. Simmons, as much as I would like to see your suggestion in action, Grif is still a valued member of the team!" He informed them. The two looked at him in shock.

"I am?" "He is?" They exclaimed at the same time.

"Of course!" Sarge replied. "Grif has several important duties he performs. Meatshield and emergency food supply only being two of many!" He explained. Grif rolled his eyes and Simmons sighed. "Now enough jaw-jacking! Time to find those treacherous blues and kill 'em again!" Sarge stated, far too excited at the prospect. Grif was about to protest when he noticed something.

"Good news Sarge, looks like the blues are coming to us." He pointed a hoof. Appearing over a nearby hilltop was Blue Team.

00000000000000000000000

"Fuuuuuuuck...never drink again." Tucker muttered. The world swam as his eyes tried to focus. For some reason his hair kept getting in his eyes, which was weird since his hair was always short. He tried to push himself up with his hands only to come to a shocking and frightening realization. He didn't have hands. He had hooves. "Holy FUCKBALLS!" He exclaimed. He lost his balance and fell back on his side. His entire body had changed, not just his hands. "I'm a horse..." He murmured. "I'm a FUCKING HORSE?" Tucker repeated loudly. This was a dream. Caboose had blown up the base, and the explosion had knocked him out. It was obvious. Any moment Caboose or Doc would be shaking him awake. Caboose would be making up terrible excuses why it wasn't his fault, Wash would raving about the destruction of their home, and Doc would be saying some stupid optimistic bullshit.

"Hey Tucker, I see your a pony too!" Or not. Tucker slowly sat up and looked over his shoulder. There was a purple pony with a light green mane standing next to him. He had a horn coming out of his forehead and the international red-cross symbol on his rear flank.

"Doc?" Tucker asked uncertainly.

"And Caboose!" Caboose appeared on Tucker's other side, startling him. Tucker tried to regain his balance and felt muscles on his back being worked in an effort to steady himself. Sitting back up, he suddenly noticed there was a pair of wings on his back. A tattoo of a heart with an energy sword going through it adorned his own flank. He also noticed his coat matched his armor and he had a black mane and tail. "Isn't this AWESOME Tucker?" Caboose exclaimed. Tucker looked back at Caboose. The blue team soldier was now a large-looking pony with a deep blue coat, a blond mane and tail, and a simple yellow smiley-face on his flank. "I've always wanted to be a pony! They're-so-COOL!" He shouted as he pranced around his teammates. Tucker shook his head; trying to get his mind right.

"Okay. Okay. Maybe we are horses or ponies or whatever. Maybe this real." Tucker said to himself and inhaled a deep breath and held it for a second. "Why the hell are we ponies?" He shouted.

"I'm not sure. Maybe that explosion transported us to a different dimension where-" Doc began but was interrupted again.

"One, shut the hell up. Two, that sounds stupid as hell." Tucker said as he stood up and took a few careful steps. After a moment of practice, he turned to the other two. "Alright, let's go. And Caboose, if you keep prancing I swear I'll use your bones to make glue!" The trio set off, though it seemed that nothing Tucker said could dampen Caboose's enthusiasm or Doc's optimism. After traveling a while they came to the top of a hill. Tucker looked down and groaned "Aw fuckberries." He muttered. Three ponies waited for them at the bottom.

"It's the blues! Get 'em!"

Rainbow Dash stumbled forward and placed her hoof against the tree before retching. She was suddenly glad she'd eaten light that day. "Oh Dash, I'm sooooooo sorry!" Twilight exclaimed, wrapping a hoof around her shoulders for support. "I never, ever planned on this happening!" She said fretfully.

"S'all right Twi." Dash said, spitting out the remaining traces of stomach bile "Accidents happen. Besides-" She said, standing upright again "-it's never a dull day when you're tinkering with your sciency-stuff." Dash said jokingly. Twilight nodded but looked away, still embarrassed.

"Yeah, but it's still my fault. I was too eager to test my theories and didn't spend the time to troubleshoot the system. Now my lab's probably trashed and I'm back to square one. On top of it all, I could've seriously hurt you." Twilight responded glumly and shivered at the last sentence. Dash rolled her eyes. Better put the brakes on Twilight's guilt train before it took off with her.

"Calm down Twi!" Dash insisted. "So you messed up. It happens. Heck, I mess up plenty of times on my stunts. The important thing is nobody was hurt, and that next time you'll be a bit more careful!" Dash said, trying to knock some sense into her friend. Twilight was silent for a moment then giggled quietly. "What's so funny?" Dash asked suspiciously.

"Nothing Dash. It's just I never would've thought you the time to give sound advice." Twilight said with another snicker. Dash frowned for a second before she realized it Twilight was joking.

"Hey now! I'm allowed to be deep and smart too, you know." The tomcolt said in mock seriousness. They both laughed at that one.

"Lets go." Twilight said, recovering a little from her earlier depression. "I'd like to get home so I can clean up. Hopefully I didn't burn the Library down." She said, only half-joking. Dash nodded and attempted to fly. She hit the ground a second after take-off.

"Ow...what the heck? Everything got all spinny and I couldn't balance right." Dash complained. Twilight thought for a moment.

"I guess the teleport threw off your internal equilibrium." She said offhandedly. Dash gave her a funny look. "It messed with your sense of balance." Twilight said with a sigh. "It's nothing to worry about. Most unicorns get it after their first 'port. You'll be fine in a few minutes." The purple pony explained further. Dash nodded.

"Whatever you say Twilight. Let's just get going. All this stuff has made me hungry." Dash said. Twilight nodded and they headed off in the direction of ponyville.

*Sometime later*

"...And so I'm like 'Show 'em or fold 'em' and he's all like-" Rainbow Dash was telling Twilight about a card game she had learned in Applalusa when Twilight held up her hoof.

"Shhh! You hear that?" The unicorn asked. Dash cocked her head for a moment and listened. Voices could be heard in the distance, and they didn't sound happy.

"Sounds like somepony's trying to argue up a storm. Saw it happen once. True story." Dash said.

"Uh-huh." Twilight replied, only half-listening. "Sounds like it's coming from over this way. Maybe we can help." Dash shrugged.

"As long as it's quick. I'm getting hungry." The pegasus stated, rubbing her belly to re-enforce the point.

"I'm sure it won't be too long. Let's go." Twilight replied. With that, she trotted off in the direction of the voices; Dash close behind. The reached a clearing and saw a group of colts a few yards from them arguing viscously. "Excuse me." Twilight stated politely. The group ignored her. "Excuse me." She said a bit louder. Still nothing. Twilight heard Dash snicker behind her and scowled. "GENTLECOLTS!" She shouted, using her magic to amplify her voice. The other ponies stopped arguing and looked at the newcomers. Their response was not what Twilight had expected at all.

"More dirty blues! An Ambush! Ah knew it! C'mon men, prepare to make your last stand! They'll know Red team won't go down without a fight!" Said the red earth pony. The orange pegasus at it's side scoffed.

"Last stand? Screw that. The army doesn't pay me enough to die for my country." It said dismissively.

"Insubordination, eh? Simmons, make a note: If we survive this, remind me to kill Grif!" The red pony bellowed. Twilight gaped at the red pony and wondered if he was serious.

"Yes sir!" The maroon unicorn nodded.

"Those aren't our teammates numbnuts!" The aqua pegasus sneered at the first three.

"Hello, there! Nice to meet you." The purple unicorn at his said told Twilight. "You're not here to hurt us...are you?" He added a bit hesitantly. Twilight and Dash shot the unicorn an odd look. What the hell was that supposed to mean?

"OH-MY-GOSH! MORE PONIES? THIS IS THE BEST. DAY. EVER!" The blue earth pony shouted excitedly. Twilight blinked at the stallion. He rivaled Big MacIntosh in size and Pinkie Pie in unrestrained enthusiasm.

"Shut up bluetard!" The red pony barked. He turned his attention back to the aqua pony. "Whaddya mean they're not yours? They're blue, ain't they? Blues are like mangy dogs! They stink! Also they travel in packs!"

"Hey! I do not stink! And what's wrong with being blue anyway? You got something against blue-furred ponies or something?" Dash yelled. She glared at the red colt and unfurled her wings, ready to strike. The red pony was about to say something before Twilight cut him off in an attempt to regain control of the situation.

"Now, now, everypony calm down!" She said forcefully. "We haven't had the chance to introduce ourselves. I am Twilight Sparkles and this is Rainbow Dash. We-"

"Rainbow Dash? Damn, you're like a one-horse gay pride parade!" The orange pegasus(Grif, was it?) interrupted Twilight. He snickered at his own joke. Dash bristled and audibly growled.

"Oh, You are SO. DEAD!" She snarled.

"Bring it on, pride-pony!" Grif replied arrogantly.

"THAT'S! IT!" Dash spread her wings and shot after the orange pegasus. Grif yelped in surprise and took to the air.

"It's not polite to discriminate against others because of their sexual preferences!" The purple unicorn (Not Twilight) called out after him.

"Shut up, asshole!" Grif responded while trying to dodge Dash.

"Hey, don't tell my guy to shut up! This whole thing is your team's fault anyway!" The aqua pegasus shouted at Grif.

"Our fault? If you scumbag blues hadn't booby-trapped you microwave, we wouldn't be here!" The red earth pony shouted back.

"That wasn't my fault!" The blue earth pony chimed in. Twilight could only gape in confused amazement as to how the situation had deteriorated. She shook her head clear and took charge.

"QUUUUIEEEEEET!" She bellowed as loudly as possible. At the same time, she used her magic to hold Dash and Grif in place. "Everypony PLEASE calm down!" She shouted. The shouting stopped and even Grif and Dash turned to look at her. "Fighting isn't getting anything accomplished here! Let's all relax and take a deep breath, okay?" Twilight asked. The other ponies slowly nodded. "So, why don't we finish introductions and see if we can't work out the problem here." She said. After a few moments of learn the new ponies' names, Twilight got down to business. "So what seems to be the problem here?" She asked.

"The reds were using our microwave at the same time Caboose was messing with our reactor and the resulting explosion-"

"We got lost. Can you show us the nearest town?" Tucker said, cutting off Doc. Twilight gave the two a strange look but Doc just shrugged.

"Well, the nearest town is Ponyville." She heard Grif scoff and Dash shot him a dirty look. "And we happen to be going in that direction." Twilight said hurriedly, keeping Grif and Dash from arguing again. "You're more then welcome to join us if you'd like." The bookpony finished with a smile. Dash made a 'no' motion with her hooves but Twilight intentionally ignored it.

"I guess we don't got much of a choice. Alright missy, lead the way." Sarge replied. The others made half-hearted agreements with the motion and Twilight forced a smile. She hoped she hadn't just taken on more then she could handle.

"Alright then! Everypony follow me and we'll be there in no time!" Twilight cheered with false enthusiasm. As the group began to move out, Caboose suddenly stopped and turned to look at an empty section of the forest. He looked at the spot intently...

"Caboose, c'mon! Hurry up or we're leaving you!" Tucker's voice called out, interrupting his focus.

"OKAY!" Caboose shouted back and hurried to catch up. The Colt completely forgot about what he was looking at.

000000000000000000000000

Through a patch of leaved and branches, a set of eyes watched the group disappear down the trail. It had stealthy moved through the forest until it had found the group of ponies in the middle of their argument. It watched as Twilight and Dash introduced themselves. Through out it all, it meticulously studied every detail about the ponies before it. Finally, when the coast was clear, it began to move again. It didn't know why it was here, why it was in this body, and why it wasn't dead. What it did know is that some being greater then it had given it a second chance. And it knew just what to do with it. With a low growl, it set off to confront the ponified Red and Blue teams.

000000000000000000000000000

Author's note: Going to be gone for a few weeks. Probably have a new chapter up in about a month. Maybe less, maybe more. Please read and review. Constructive criticism is appreciated.


	2. Chapter 2: Unwanted Allies and Enemies

"I got the blues...in a headlock! Well I got blues...in mah shotgun sights! Well I got the blues...they can't...get away! Gonna make those dirty blues see their last goodnight!" Sarge sang far too jauntily for Twilight's taste. Singing about wishing bodily harm on someone, even one's enemies, struck her as morbid and disturbing.

"Excuse me, Mr Sarge, was it?" She asked. Sarge grunted questioningly and turned to face her.

"You want something there, Sunlight?" He asked in an uninterested tone. Twilight felt a vein in her forehead throb as he misspoke her name.

"It's Twilight, and I was just wondering if you could knock off on the singing." She asked in a patient tone she wasn't feeling. Twilight felt like hitting something; even the CMC didn't test her limits like this. It seemed like if they weren't fighting with each other, they were insulting Dash and herself. Well, mostly it was Grif who was pestering them, but that Tucker colt was really getting on her nerves with that whole 'Bow Chika Wow Wow' phrase. What did it even mean? Twilight groaned inwardly and silently begged Celestia, Luna, or any other deity that could hear her for more strength and patience.

"Don't like the song, huh?" Sarge replied, snapping Twilight out of her musings. "Damn shame. Think I really had something going there. Maybe make an album and sell it. Use the proceeds to kill more blues. What'd you think of it Simmons?" He asked his underling.

"Oh, definitely a chart-topper, sir." The maroon colt replied.

"Kiss-ass." "Toady" Twilight was surprised she and Grif had agreed on something, even if he had used a more vulgar term then what she had thought. A small thought struck Twilight. 'What if they're wearing off on me?' She panicked. Princess Celestia's main orders for her was to learn and experience friendship, and these ponies seemed to be the anti-thesis of it. 'I hope it doesn't stick.' She thought, worriedly. Just then, Sarge abruptly stopped. The ponies behind him stumbled to a halt. Sarge squinted and looked into the forest surrounding them.

"Something wrong Mr. Sarge?" Twilight asked. Dear Equestria, what was he doing now?

"Either Sarge or Sir. No Mr. And I thought I heard something." He responded.

"They say hearing is one of the first to go in old age." Grif mused sarcastically.

"Shut up Grif." Sarge shot back, but he sounded distracted. Twilight noticed it was lacking the distinct bite Sarge's tone usually carried. The pony definitely had found something that perked his interest.

"What is it? Whaddya see?" Twilight heard Dash ask in the background. The purple unicorn peered over Sarge's flank as he pushed into the forest a bit. Then she saw a shimmer of light. Twilight blinked. Had another pony just appeared in front of Sarge?

"Uh-oh." Was all she heard him say. Then everything went to hell.

Twilight saw an orb of light appear over the pony's head, shoot forward, and slam into Sarge with a "Whoosh-Bang!" noise. The attack threw Sarge back out of the forest and on to the opposite side of the path into a tree. His body went limp. Their assailant moved out of the forest shadows and into the light. It was a white unicorn pony and its mane, tail, and several spots on its body were brown. It's cutie mark looked like someone had thrown a bunch of symbols on top of each other. But the most defining aspect of its visage was the fact it was wearing a helmet. The armor piece covered from the back of it's head to the end of its muzzle. There were three holes for it's ears and horn, but its eyes were covered with yellow opaque glass. The pony's lips moved back into a snarl and it issued a guttural snarl Twilight didn't think a pony could make.

"OH SHIT!" "IT'S THE META!" "FUCKING RUN!" Tucker, Simmons, and Grif all said at the same time, respectively. The 'Meta,' initially ignored Twilight and turned it's attention on the colts. The first one in it's way was Grif. The pegasus pony gulped and held up a nearby tree branch.

"Protect me branch!" He exclaimed, whilst attempting to hide his head behind it.

"Use your wings, Dumb-ass!" Simmons called behind him. Grif looked up, spread his wings, and shot ten feet in the air.

"Haha, Yeah! Come get me now asshole!" Grif taunted. The Meta merely looked up at him. Its horn glowed and four simmering orbs of raw magic appeared around its head. Grif's eyes widened. "Oh shit." He muttered. Grif, despite his flight inexperience, managed to dodge two of the magic attacks, but the other two caught him smack in the face and ribs. He yelped and dropped like a stone. The Meta set its sights on its next target. Simmons.

"Shit!" The maroon pony yelled as the Meta charged at him.

"Make a shield!" Twilight called to him. Simmons looked her in confusion.

"Make a wha-OOOOF!" He tried to call back, but was interrupted as the Meta bowled him over. The maroon colt yelped in pain as the Meta beat the air out of his lungs with a blow to the ribs. Gasping for air, Simmons looked up in horror as the Meta raised a foreleg up to smash his skull with. Simmons' life flashed before his eyes as the hoof came down. It never connected. Simmons saw a flash of blue out of the corner of his eye and suddenly the Meta was no longer on top of him. Simmons struggled to get a better vantage point and looked on in amazement as he saw Caboose pummeling the Meta.

"STOP! BEING! SO! MEAN!" Caboose shouted. Unfortunately for Caboose, while he had size and strength over his opponent, the Meta was far more experienced in combat. Even as a pony its movements were fluid and precise. A front leg shot forward and connected with Caboose's gut. The Stallion doubled over and the Meta delivered a second blow. Blood sprayed as the Meta's hoof carved a shallow graze into Caboose's head. Dazed and winded, he was easily thrown to the ground by the Meta. The Meta reared up and aimed for Caboose's neck. It suddenly paused for a second as it heard a sound from overhead.

Rainbow Dash grinned in victory. When the Meta had attacked, she'd taken to the skies and awaited an opportunity to strike. Now was good as time as any and she'd show this freak what happened when you wanted to beat up ponies with her around. She shot from the sky like a guided missile; hooves outstretched and ready to pummel. It looked up and saw her streaking towards him but didn't move. 'Too easy' She thought. Dash was inches from flattening the pony when he moved from his original spot to standing right next to it in less then the blink of an eye. 'Impossib-' Dash couldn't even finish her thought as the Meta suddenly brought both hooves down on her back as she shot by him. The sudden addition of pain and weight to her wings sent Dash into a spinning crash. She tumbled end over end until finally sliding to a halt a few feet away. The pegasus pony groaned and lay still. The Meta turned its attention back to Caboose, but was interrupted again. This time by Tucker.

"Shoulda stayed beneath the Arctic, douchbag!" The pegasus pony shouted as he hovered around the Meta. Tucker took the phrase 'Float like a butterfly, sting like a bee' to heart. He stayed within the striking distance of his hind legs, but kept enough space to dodge any kicks or attempted grabs the Meta tried. "Good thing I don't got my sword with me else you'd be dead already fu-" Tucker was unable to finish his taunt. A second earlier, the Meta had created six magic orbs around its head. It prompty launched them all. Tucker avoided one. The others caught him in a combo attack that sent him sailing away from the Meta. He landed further down the path and didn't even move. Just when it seemed the Meta could finally get around killing the Reds and Blues, another challenger appeared.

"Halt!" Twilight shouted. She cast a spell to boost her telekinesis powers and held the pony in place. "As Princess Celestia's primary student and keeper of the Element of Magic, I'm hereby placing you under a citizen's arrest until such time you are picked up by guard ponies from Canterlot!" The purple unicorn said with far more authority and bravado then she felt. In truth, she was panicking. Sure she'd fought things before, but those times were different. Nightmare Moon, the beasts of Everfree Forest, the Ursa Minor; they were all foes she'd defeated with brainpower and/or the help of her friends. Now she stood facing down this wild and dangerous pony who seemed to understand only brute force and had powerful spells to use against its opponents. Twilight could not recall being this scared, even when she was fighting Nightmare Moon.

And then the pony began to buck. Twilight strained to hold it as it thrashed around in her spell. Which was terrifying in of itself because a normal pony shouldn't even be moving in her spell's powerful grasp. Yet the pony continued to squirm and Twilight felt her grip loosen bit by bit. Then with growl of triumph, the Meta broke free. It turned to look at her; its stare boring deep into her soul. Twilight felt frozen with shock. Then the white unicorn charged. Twilight scrambled to come up with a spell to stop it. She threw fire and ice at him, but the pony summoned a barrier and batted the attacks away. Twilight tried to entangle it with vines from a plant growth spell, but the Meta ripped through it undaunted. Finally she threw up her personal shield. The Meta slammed into it with the force of a freight train. Twilight gasped and stumbled backwards. Her shield flickered but held. Barely. The Meta began to beat against it with its hooves. Each strike felt like a blow to her own body, but Twilight keep the shield up. Then with a massive surge of strength, the Meta brought his hooves down on her shield and broke through. Twilight yelped in alarm and staggered back. In a flash, it had knocked her over. A pain in Twilight's side from where it'd just hit her made her gasp. She struggled but the Meta held her down. Then Twilight looked up at her attacker's face. She couldn't see most of it, but she did see the lips curled back in a triumphant sneer. Then she heard it growl again, only this time it sounded like a laugh. It raised a hoof over Twilight's skull. Tears began to roll down her cheeks as Twilight suddenly realized this pony was going kill her and there was nothing she could do about it. This was the end. Then a large rock struck the Meta on the ear. It snarled in pain and anger as someone again dared to interrupt its kill.

"Hey asshole-" Both Twilight and the Meta looked over to see who the owner of the voice was. It was a dark grey pony with a blond mane and tail. It's cutie mark was one of the strangest Twilight had seen. It was a two-sided pyramid with a light on top. One side of the pyramid had the letter "R", and the other side had the number "1" on it. He was telekineticly holding rocks in the air, ready to throw more. The Meta jumped off Twilight to face the new intruder in a rage. The pony just grinned. "Why don't you pick on someone your own size?" He said, before throwing another rock.

The Meta screeched and charged. The newcomer dashed at the Meta as well. When they were about a foot away, the Meta suddenly appeared next to the grey unicorn's side like it had against Dash. The pony responded quickly though, and parried the Meta's strikes while delivering his own. The Meta tried every move in the book. Kicks, punches, feints, jabs; all of it was parried and countered by this tough new colt. Their movements were a blur. Twilight, who was still dazed from her own encounter with the Meta, watched on in amazement as the two fought. They almost made it look like a graceful dance. Unfortunately the Meta got a break in. It pulled a feint by swinging both both its forelegs at the grey pony. As he blocked them, the Meta then brought a hindleg up and kicked the unicorn in his midsection. The pony staggered back and pressed the advantage. A surprise stumble, and the colt was on the ground with the Meta wailing on him. Suddenly the pony's horn began to glow, and a shield bubble formed around him and pushed the Meta up and off him. It flew through the air a few feet before hitting the ground hard. It stumbled into a standing position and shook its head to clear it. It stomped its hooves and prepared for another round. Then, a large branch smacked into its head.

"Hey, big and ugly! You forgettin' someone?" The Meta spun around and saw Sarge back up. He looked a little ruffled, and there was a gash along his left flank that trickled blood, but he looked fine otherwise. Now facing another opponent, the Meta's horn glowed as it readied another attack. Moments later, it spluttered and died. The Meta shuddered uncontrollably for a moment as orange electricity danced over it's body, before regaining control of its body. "Looks like someone's having personal problems." Sarge taunted. Both he and the grey unicorn had began to close the distance between themselves and the Meta. It noticed the tactic and paused for a second. Then, it suddenly bolted off down the road, away from the group. A flicker of gold light danced over its body and the pony disappeared. The new pony began to go after it but Sarge called after him. "Where you think your going?"

"After the Meta!" He shouted in a 'Duh' tone. "Its not functioning at full capacity. If we go after it now-" He began, but Sarge cut him off.

"It'll lay a few traps, separate us from each other, and pick us off like prairie dogs! Look around freelancer; we just got an asswhoopin'. Ya really think the two of us can stop the Meta, even if he is a bit beaten?" Sarge asked the unicorn. Agent "Wash" Washington sighed in frustration.

"Guess you're right...Dammit!" He shouted, and stomped his hoof. "Why the hell is it here? I thought you killed him at Avalanche!" Wash half-yelled/half snarled.

"Dunno." Sarge said offhandedly. "Once we get back to fightin' strength, I'll ask 'im for ya the truth, I'm surprised you two aren't working together. After all, you make such good buddies when it comes to killing my soldiers." Sarge replied coldly. Twilight stared at the pony. What did he just say?

"Look, I was between a rock and a hard place. Besides, one was actually a robot and the other was useless." Wash spat out. He glared at Sarge who merely stared back at the unicorn.

"True, I can always build Lopez a new body. And Doughnut was hardly the model soldier. But the point stands! Just remember I haven't forgotten or forgiven." Sarge warned. The earth pony turned his attention to Twilight, who was closest near him. "Y'all right little lady? Meta packs a whopper of a humdinger." He informed her. Twilight shook her head and slowly stood up.

"Yeah I'm fine. I-" She started to say, when she suddenly noticed a prone blue figure down the line of injured ponies. "Dash!" Twilight shouted and half ran/half stumbled over to the downed pegasus pony. "Dash! Dash! Are you alright? Oh Celestia please be alright!" The purple unicorn begged, tears of worry beginning to fall. The blue pegasus groaned and stirred.

"Ugh...Twi...that you?" Dash muttered out. Her eyes cracked open a bit to see who was standing over her.

"Yes, yes! Where are you hurt?" Twilight asked in a controlled panic. Dash shifted a bit and gasped in pain.

"Th-think...my wing's broke..." She grunted. Twilight looked at the pegasus' wings. Her left was indeed broke, and in two places. Twilight struggled to repress the growing panic whilst trying to think of better spells besides basic first aid.

"Here, maybe I can help." A voice called behind her. Twilight turned and saw one of the ponies, Doc, standing behind her.

"Where the hell were you?" Twilight heard Simmons call over as he shakily stood up on four legs.

"Hiding." Doc stated unashamed. "I've been using a medical scanner for the past couple of years. The last time I fired a weapon was in basic, and I barely qualified. I can't fight either. The Meta would've broke my neck in five seconds and moved on." He explained. Simmons grumbled but dropped the subject.

"So can you help her?" Twilight asked pleadingly. Doc looked uncertain.

"I'll try, but it's uh...been a long time since I've healed. Kinda forgot. Maybe you could coach me?" He answered awkwardly. Twilight repressed the sudden urge to beat the colt.

"Look, first, focus on finding what's wrong. Just concentrate on looking into her body and finding the problem." She explained. Twilight was suddenly glad she'd read up on all those medical training textbooks. Doc nodded and furrowed his brow in concentration. A dim green aura surrounded his horn. After a minute, he stopped.

"She's got a damaged spine, two breaks in her wings, and bruised organs. I gotta work on the spine and organs first. They're the most important...Uh, how do I do that?" Doc informed her. Twilight squashed an urge to shake the pony, and instead tried to offer him some more medical advice.

"Concentrate on the area that's damaged. Think about fixing it. Will it to heal." Twilight coached. Doc repeated his previous performance, only his horn sparkled a bit brighter now. Twilight watched as patches of Dash's fur began to glow. She surmised it was from the magic repairing the damage. A few minutes later, the glow stopped and Doc lay down panting.

"Whew...that took a lot out." He gasped. "Feel better?" He asked Dash. The pegasus pony nodded and a genuine smile appeared on the Doc's face."Tricky business, but I pulled it off. I think I can get the wing too." Before anyone could say anything he stood again, and focused on Dash's wing. Twilight could see sweat appear on the Doc's face and flanks. Dash's wing quivered as the bone reformed and repaired itself. "All done." Doc panted in satisfaction. Then his eyes rolled up in the back of his head and he flopped over.

"Doc!" Twilight and Dash called out at the same time. The pony moved a little and murmured something, but it was clear he was down for a moment. With nothing she could do for him at the moment, Twilight turned her focus back on Dash. "You alright now?" She asked. Dash nodded.

"Yeah." Dash replied, her voice raspier then usual. She flapped her wings and winced. "Just a bit sore. I'll have the clinic docs check me when I get back." Twilight nodded. Dash usually avoided the doctor, but Twilight figured Dash didn't take chances when it came to her wings.

"Stay with Doc here. I'm getting some answers." With her friend now safe, Twilight was free to channel her grief and fear into white hot anger. She approached the other ponies who were recovering from the Meta's assault.

"Private Grif! I should've known you'd take the lazy way out and allowed yourself to be beaten into submission so you wouldn't have to fight!" Sarge was now standing over a dazed Grif, the latter groaning every few minutes. "Quit squirming on the ground and get up before I really give you something to cry about!"

"Oooooooowww..." Grif muttered as he unsteadily stood up. The orange pegasus staggered a few inches to the left and right, shook his head, and flapped his wings to test them. After deciding Grif was 'alright,' Sarge turned around to talk to the approaching Twilight.

"Ah, Twiblet-" He greeted her while butchering her name. "-ready to head out again?" Sarge asked. Twilight shot him an angry scowl.

"It's TWILIGHT! And what in Celestia's mane makes you think I want you around me and my friend anymore?" She shouted. Sarge seemed taken aback by her attitude.

"What's wrong? Is it Grif? It's Grif isn't it?" He replied.

"Fuck you!" Grif snapped.

"Simmons, write Grif up for insulting a superior!" Sarge called over to the maroon pony.

"Already done, sir." Simmons replied. Twilight ground her teeth as she was ignored.

"NO!" She burst out. "It's not just him, it's all of you! For the hour I've known you ponies for, you've done nothing but argue and insult each other! Then out of nowhere this crazy-powerful pony attacks, injures me, nearly cripple's Dash, and you all treat it like it's a trot in the park! And you-" Twilight ranted and suddenly pointed at Wash. "-What did Sarge mean by from before? You and that thing worked together? And you killed other ponies?" Twilight was slowly but surely reaching a point of hysteria. "You're mad if you think I'm going to take you back to my home! Unless you give me some answers right now, I'm leaving all of you here!" She added with a 'That's final' tone.

"How you gonna get back without us following?" Sarge asked, curious.

"I can teleport both myself and Rainbow Dash away from here and make our way back to ponyville." Twilight replied, sounding angry but smug. "You can all stay here and wait for your friend to come back."

"So I could knock you out and force your friend to show us the way back?" Wash replied evenly. Twilight stopped and stared at him. The colt was serious. Wash spoke again. "Look, I'll make you a deal. Right now we're probably not strong enough to beat the Meta. You leave, he'll come back and kill all of us. Then he'll do two things. Hunt you down and kill you, and look for ways to become more powerful. In either order. I'll make you a deal." He informed Twilight. Her rage was gone and her smarts were back in control. She nodded for him to continue. "Show us the way to Ponyville, and we'll tell you everything about us when we get there. After that, we'll see what happens. Sound fair?" Wash asked. Twilight mulled the deal over. Finally she hesitantly nodded.

"Deal, but at the first sign of trouble, I'm teleporting my friend and I out of here. Understood?" She asked. The leaders of the two teams nodded in unison. Twilight took a deep breath and let it out. "Alright. I'm going to check on my friend, and then we'll leave." She said. Sarge and Wash agreed with that. Twilight made her way over to Dash, who was now standing up next to an exhausted Doc. "You good to go, Dash?" She asked. Dash nodded.

"Yeah, I'm ready. Sore but ready." Dash replied with a wincing smirk. Twilight returned a smile of her own. Good, dependable Dash. Twilight leaned closer to the pegasus pony.

"You think we can trust these guys?" She whispered. Dash shrugged.

"Dunno, but they know more about the guy who attacked us. And I don't feel like tangling with him again just yet. Let's keep 'em around for now." Dash said. Twilight nodded.

"Remember, first sign of trouble, I'm getting us out of here." Twilight informed her. Dash frowned. The idea of running from something was foreign and distasteful to her. Finally she sighed and shook her head in agreement.

"Good." Twilight said. She turned to the rest of the group, who had mostly recovered from their ordeal. "Alright, everyone ready?" She asked. Everyone nodded, except Grif, who whined. Twilight sighed. "Let's go people." With that, they set off to Ponyville.

The trip back to Ponyville was quite and awkward. The groups kept to themselves, with Twilight and Dash up front, the Reds in the middle, and the Blues in the rear. Occasionally Grif would complain, or Caboose would say something ridiculous or stupid, but they were usually silenced with a harsh "Shut up". Twilight was lost in her own thoughts and Dash was unusually somber. The former wondered if she was making the right choice in bringing this chaotic group back with her. Leaving these halfwits to fend for themselves was the logical choice, but deep down Twilight knew she would never be able to look at herself again. Let along the Princess or her friends. Bringing these oddballs back to her home may be stupid, however, it was the right thing to do. The latter seemed to be coming to terms with the fact that there were really evil beings out there. Nightmare Moon had been more of a brief challenge, and the monsters in Everfree forest would leave her alone if she didn't go near them. The reality that the Meta had tried to kill her simply because she'd stopped him from killing someone else was difficult to wrap her mind around. Sure Dash knew there were mean people out there, but she thought of them all like Gilda. Bully-ish and rude. Not cruel and merciless. In the end, Dash resolved to become stronger. She would train harder so she could defend her friends and herself against anything, no matter what.

0000000000000000000000000

"We're here." Twilight announced blandly. It was growing dark as the town appeared in sight, and Twilight was relieved to be home before complete nightfall.

"What a shithole." Grif mumbled. Sarge was about to say something when Dash beat him to the punch.

"Shut up, lead wings!" She snapped at him. Twilight snorted back a laugh, and Sarge gave her a look.

"Missy, I think you and I are gonna get along just fine." He informed her. Dash grinned and Grif muttered something about winged dykes, but the pegasus ignored him.

The group slowly made their way deeper into Ponyville, catching odd looks from every other pony around them. They were almost at the library when a shout caught Twilight's attention.

"Twilight, darling, There you are! We were so worried we were about to send out a search party and-Goodness! What in Equestria happened to you?" A white unicorn exclaimed as she rushed towards them.

"Rarity! What's going on?" Twlight replied. Rarity shot her a strange look.

"Why I assumed you knew dear! I was in my boutique when I heard a tremendous 'bang!' come from the library. When I got there the whole tree was practically smoking!" Rarity noticed Twilight's alarmed expression. "Don't worry dear. The only room that was damaged was your laboratory. A total loss I'm afraid. It took poor Spike all day to clean the mess up." The white unicorn attempted to reassure Twilight. The egghead sighed in frustration and guilt. All her hard work gone up in smoke and Spike was left to clean up her mess again. "Oh but nevermind all that nonsense. What on earth happened to you and poor Dash? It looks like you both fought an ursa major and lost!" She said, attempting to straiten the two's hair out. "And who are your friends?" Rarity asked quietly. The two shrugged.

"It's a long story." Dash muttered.

"Speaking of which-" Twilight looked behind herself. "-I believe answers are owed." She said to Wash.

"Yes. I suppose they are." He replied neutrally. "Where would you like to talk?" He asked. Twilight thought for a moment and then pointed to the library.

"No place better then my own home I suppose." Twilight said. She turned to Dash. "You want in on this?" Dash nodded.

"The more I know about that...thing...the better." The pegasus pony spat out. Rarity gave her an odd look.

"Thing? You really were attacked?" She replied, shocked. "Dear, if you don't mind, I'd like to hear this tale as well. Just give me a moment to call off the search party for a moment please?" The seamstress asked.

"Alright. While your at it, gather up the rest of our group. They'll need to hear about this as well." Twilight replied. Rarity nodded and headed off to find the others. "C'mon-" She said, gesturing to the library. "Might as well get comfortable."

00000000000000000000000

"Y'all a bunch'a crazy ponies." Applejack said dismissively. Rarity had gathered the rest of their group and they had proceeded to listen to the Reds, Blues, and Wash tell their respective stories. It all seemed to impossible. A completely different race called who-mins who had been fighting a war of survival against another group of aliens, simulation troopers, Time-travel, Project Freelancer, Ay-eyes that could live in your head, special suits that gave you different powers, killer super-soldiers, and a dimensional rift caused by a microwave...It would be much easier to call it a bunch of BS and be done with the matter. Yet the injuries taken by Twilight and Dash was anything but fake. If what these ponies were saying was true, and the Meta was as bad as they said, Ponyville might have a real problem on their hands.

"Pinkie, are you having any twitches right now?" Twilight asked.

"Nopie-opie. Sorry Twilight." Pinkie Pie replied. "Isn't this exciting though? We need to throw a party! It'll make everyone feel much better!" The pink earth pony exclaimed.

"What, like a party with booze? 'Cuz I really want to get hammered right now." Grif interjected.

"Is gonna be chicks there?" Tucker queried.

"Oh! I love parties! Will there be cake?" Caboose asked excitedly

"All you idiots, shut up!" Wash shouted at them. He turned to Pinkie. "Sorry, but we don't have time for parties. We need to figure out how to stop the Meta and get back home." He informed her abruptly. Pinkie Pie drooped in disappointment.

"I think Mr. Wash is right." Rarity said. "If these ponies are in trouble and there is a dangerous ruffian around Ponyville, we must focus on dealing with these problems."

"First, sleep." Twilight stated to the crowd. "It's late and we'll think better on a rested mind." Then Twilight suddenly realized another problem. "Um, where are you all staying?" She asked.

"In the great outdoors!" Sarge stated. "Nothing tells Mother Nature to go screw herself like sleeping in her living room. Also, Grif hates camping. A win-win!" He continued gleefully. The rest of the ponies looked at him oddly.

"Heavens, I simply can't allow weary travelers to stay out in the elements with a hooligan on the loose. I know I have a spare cot in my boutique." Rarity volunteered.

"I can fit two more. There's a spare bedroom and a large couch in the library." Twilight stated.

"Oh! Oh! I want to have a sleepover too! It's like a party that lasts all night!" Pinkie Pie exclaimed and hopped up and down.

"I can teach the you two how to make cloud houses." Dash informed Grif and Tucker.

"Shoot, 'Ah suppose I can house a pony too." Applejack declared.

"Then it's settled. Doc, you'll stay at Rarity's. Sarge and Simmons, you can stay here with Twilight. Maybe you all can help each other build something to get back home. Tucker and Grif will stay at Dash's. I'll go with Applejack." Wash stated. He paused and looked at Caboose, then at Pinkie Pie, then back at Caboose. "Caboose, you...uh...stay with Pinkie" The two cheered.

"Wait, why do I have to go with her?" Grif asked, pointing to Dash.

"Yeah! Why do I have to put up with him?" Rainbow Dash seethed.

"Well aside from the fact that Dash here can keep you in line, she can teach both of you how to use your pegasus abilities. We're going to need every advantage we can get if we want to stop the Meta." He ended grimly. The room grew quiet at the mention of Ponyville's new threat.

"Well friends, it's been a long day, and Sweetie Belle is probably waiting for me. I must bid you all good eve. Doc, if you would follow me please." Rarity spoke up, breaking the silence. She headed for the door and Doc followed.

"Right behind you Ms Rarity. Thank you again for your generous hospitality." Doc said happily.

"Oh you're too kind. And please called me Rarity. 'Ms' makes me feel so old." Rarity replied with a chuckle as they exited the library.

"C'mon Caboosy! We got a two-pony slumber party to have!" Pinkie Pie cheered as she hopped out of the building. Caboose raced behind her, cheering with her. The others looked at the pair and shook their heads.

"Alright losers, lets go." Dash said, looking grouchy.

"We share beds?" Tucker suggested with a leer. Dash glared at him.

"I'd break your wings if we didn't need you." She threatened him. Grif scoffed.

"Dude, she's a pony. Seriously?" He asked Tucker. The aqua pegasus shrugged.

"Hey dude, you looked in a mirror lately? When in Rome..." Tucker replied. Dash's eye began to twitch as the trio left the library and flew off. Dash's yelling at the other two could be heard for some time after.

"Well Mr Wash, ah reckon it's time to hit the road. Got an early wake-up tomorrow." Applejack said. Wash sighed but followed the orange earth pony. He turned to look at the two remaining Reds in Twilight's living room.

"Remember what I said, and don't do anything stupid." He told them.

"You watch your business and I'll watch mine bluetard." Sarge gruffly informed him. Wash snorted and left the building with Applejack. Twilight looked around and realized that Fluttershy was still with them.

"Fluttershy, you'd better go. It's late and you should probably go to bed." The bookpony informed her friend. Fluttershy nodded and gave them a gentle smile before trotting outside. Twilight took a deep breath and sighed. "Alright. Time to take care of you two. Spike-" She said, calling forth her assistant. The baby dragon appeared within moments.

"Yeah Twilight?" He asked.

"Do we have any spare bedding and pillows in the linen closet?" She asked. Spike nodded. "Good. I'll get them myself. You've had a long day so get some sleep. We'll probably have a busy day tomorrow."

"Alright!" He cheered. "Thanks Twilight. Goodnight...um...guys." Spike said hesitantly to Sarge and Simmons as he headed for his bed.

"Gentlecolts, if you'll follow me." Twilight motioned to the spare bedroom.

0000000000000000

*later*

She was fighting. Fighting something strong. And perhaps evil. Her movements were not her own. They were practiced, well-trained, lethal. She had never learned an offensive move in her life, yet here she was, blocking and punching her assailant. A flash, and suddenly she felt herself be thrown off her feet. With a hard thud, she landed a few meters away. Dazed, she had no chance of stopping her assailant from picking her up into the air. The spike in it's hand rushed toward her skull, and then-

Fluttershy bolted upright, gasping for breath. It felt too real to be a nightmare, but she knew that she'd never even seen or experienced anything close to what had happened in her dream. Slowly, Fluttershy got a grip on her breathing. After she had calmed down a bit, Flutteryshy got out of bed and realized with dismay that her sheets were damp with sweat. She sighed, but decided to deal with that later. She trotted over to her bathroom and turned on the faucet. It was just a nightmare. The excitement of the day, and the story told by the newcomers had sparked her imagination. Her subconscious had taken flight and dominated her dreams. Yeah, that was it, Fluttershy told herself as she splashed water on her muzzle. She finished washing her face, dried of her muzzle, and looked in the mirror. Her eyes widened and she nearly fainted at the sight that greeted her. Fluttershy blinked, shook her head, and rubbed her eyes with the towel. Then she looked behind her. Fluttershy felt a wave of relief flowing through her. Nothing was there, she was seeing things. Seeing a pony in the mirror-Fluttershy nervously chuckled. Letting her imagination run away like that-

"Hey."

"Eeek!" Fluttershy yelped. Her head whipped around to the mirror, then back to behind her, then back to the mirror. She was going crazy or her house was hunted. "Please don't eat me mirror ghost!" She squeaked, her front hooves over her face. The ghost pony in the mirror looked at her funny.

"Eat-What-Nevermind. Look, stop cowering and pay attention!" The mirror pony commanded. Part of Fluttershy wanted to hide in a closet, but the tone of authority (and lack of malice) in the pony's voice cased her to make eye contact with the mare. She got a good look at it. A light grey earth pony with a yellow rose over a black star where her cutie mark was and a white mane. Aside from the scowl she was wearing, the mare looked friendly...ish.

"Er, what do you want?" Fluttershy asked meekly.

"My name is Tex, and I need your help..."

0000000000000000000000000000

Spike tossed and turned in his sleep. His dreams were suddenly plagued by armor-clad figures with unknown weapons he'd never seen before. Intrigue and suspense played out in his head. He watched with his mind's eye as events he couldn't comprehend unfold. The dreams became more and more fast paced and violent. A weapon was suddenly pointed at his face and fired. Spike suddenly bolted upright with a yelp. He checked his surroundings and patted himself down. Though he was alright, he suddenly felt scared and vulnerable. He looked across the room to see a slumbering Twilight snoring in her own bed. The baby dragon then acted on the instinct that every young child has when they have a bad dream: He walked over, climbed onto her bed, slipped under the covers, and snuggled up to her. Surrounded by warmth and a sense of security, he fell into a peaceful dream. He was so focused on climbing into Twilight's bed, he never noticed a cobalt pony looking at him from the other side of the mirror on Twilight's dresser.


	3. Chapter 3: I would have been your pony

Thanks everyone for your reviews and feedback. I apologize for the month delay in chapters but combined with my job and writers block, I usually can only type out 100-300 words a day. Still, 10k+ words this chapter is worth it, right?

Ziggy, since I'm already three chapters in, and another nearly finished, it's a little late to say Donut's alive. Besides, I'm already juggling 15 characters, plus secondaries and the Meta. And while Donut would be fun to interact with Rarity, he doesn't really do much. It's just easier to keep him out of the way.

0000000000000000000000

CHAPTER 3

Rarity awoke to the sound of chirping birds and the sent of fresh cooked pancakes. The delightful aroma caused her to stir from her bed and move over to her dresser. She quickly but carefully brushed her mane and tail, applied a light coat of mascara under her eyes, and combed out her eyelashes. She glanced at herself in the mirror. A rush job. A fabulous looking one, but still a rush job. Rarity shrugged and made her way downstairs. It's not like she had to impress anypony besides her sister and their guest, and Frank "Doc" DuFresne came across as a pony who didn't really focus on a mare's looks.

Their brief chat last night had endeared the purple unicorn to Rarity. He was polite, thoughtful, well-spoken, and kind. Though he had his faults, Doc seemed like a pony that Rarity would love to be friends with. The colt just needed to work on his appreciation of fashion. She finally made her way to the kitchen where she found Doc serving Sweetie Belle pancakes. The unicorn colt had a light dusting of flower on his coat, and there was a small pile of dishes next to the sink, but he seemed proud of his cooking attempt.

"Good morning Rarity. I made you breakfast. I figured it was the least I could do for you letting me stay here." He said briskly, offering a small stack of pancakes and a cup of tea to the seamstress.

"Oh darling, you simply shouldn't have! You're a guest in this house, and I should be the one making you breakfast." Rarity said with a chuckle. She took the plate with her magic and set it on the table. Then she sipped at the tea. Peppermint, how delicious.

"Nonsense! I'm just showing my thanks." Doc replied.

"Is he your new coltfriend, sis?" Sweetie Belle said through a mouthful of pancake. Rarity choked on her tea in a very un-ladylike fashion and Doc dropped his own pancakes on the floor.

"Wait, are we-what-?" Doc hemmed and hawed. Rarity recovered from her tea's attack on her airways and admonished her sister.

"Sweetie Belle! That is a _very_ inappropriate thing to ask! And for someone your age to ask such a thing! Honestly, I thought I taught you better!"

"But sis-"

"No buts young mare! Apologize to Mr. DuFresne And thank him for breakfast." Rarity scolded her sister. Sweetie Belle hung her head.

"Yes sis." She replied dejectedly. "Sorry Mr. DuFresne. Thanks for the food."

"Oh don't worry about it." Doc replied, having recovered from his shock. He gently patted Sweetie Belle on the head. "I'm just glad the pancakes were good." Sweetie Belle grinned nervously. It appeared she was off the hook. Rarity smiled as well. She wondered if the rest of her friends were having such a good time with their own guests.

"Get up." The orange pegasus pony mumbled something, but rolled on his other side and continued snoring. Dash growled. These ponies were going to drive her to drink. "Get. Up." She said a bit more forcefully. Grif repeated his earlier routine. Tucker peeked over her shoulder and then looked at her.

"How about we forget the Redtard and go somewhere private?" Tucker waggled his eyebrows suggestively. Dash sighed again. The first thing he had said to her when she woke him up was 'Got lonely, I see?' It seemed like Tucker's mission in life was to hit on her. Though she wouldn't admit it, a small part of her enjoyed the flirting. But for the most part, she found it annoying. Finally tired of waiting, Dash moved alongside Grif, and bopped him behind his ear.

"OW! The FUCK?" Grif yelled. His wings flapped and he hovered in the air away from Dash, nursing the growing welt on his skull. "What was that for, bitch?" He snarled.

"Maybe now you'll get up when I ask ya to." Dash replied in a sarcastically sweet voice. "C'mon. Your bosses want me to train you guys and stuff, so lets go." She said in a more serious tone.

"I'll let you train me however you want, babe. Bow-chika-wow-wow!" Tucker replied.

"One, shut the fuck up. Two, fuck that." Grif said, first to Tucker then to Dash.

"I can tell that Sarge dude you're not doing it. We'll see what he says!" Dash felt her anger rising. Tucker she could ignore, but Grif was just insulting her. The orange pegasus fixed her with a long stare. Then he sighed and looked away.

"_Fine_. I'll do the _fucking _training!" He hissed. Dash smirked at his defeat and moved to address the two of them.

"Alright. We gotta a lot of stuff to cover. First, the basics..."

"Uugh..."

"Wooooooooo..."

"Are we dead yet?"

"Not yet. Another pound of cake and we might've been..." Pinkie Pie gasped out stumbled up-right and staggered past the still form of Caboose. Both of their coats were covered in candy bits, cake crumbs, and other sweets they had gorged on the night prior. The pink earth pony began to make her way to the bathroom when Caboose suddenly dashed past her and slammed the door shut. The sound of his retching echoed from behind the wooden barrier. Pinkie Pie smiled to herself. "Lightweight." She muttered

"You sure you're good?" Twilight asked teasingly. Spike frowned as they made their way downstairs.

"For the last time Twilight, I didn't have a nightmare! I don't even know how I got in you bed! I was probably sleepwalking!" Spike replied defensively. Twilight just smiled mischievously. In truth, she was fine with sharing her bed with Spike. He was, after all, still just a baby dragon. Twilight could sympathize if he needed a friend to cuddle against to get a decent rest. She could still rib him about it, though. The two entered the living-room and saw the couch Sarge was sleeping on at the far end of the room.

"C'mon Sarge, time to wake up!" She exclaimed cheerily.

"Still can't believe his name is just 'Sarge'." Spike muttered. The lump of blankets on the couch didn't stir.

"Rise and shine, Sarge." Twilight repeated again. She pulled up to the couch and prodded the mass. Still no movement. "Sarge?" She asked. Twilight lifted the blankets to reveal...more blankets and pillows. "Wha...?" She asked, before her world went dark.

"!" A raspy voice shouted. Twilight panicked as a blanket fell over her vision and a weight fell on her back. Fearing for her life, she telekinetically lifted up the lump and the blanket and thew it against a nearby bookcase. Twilight cleared her vision and suddenly realized her attacker was actually Sarge. And that the bookshelf he crashed into was about to fall on him. Acting quickly, and still full of adrenaline, she grabbed the bookcase with her magic and steadied it. With the crisis averted, Twilight took a moment to breath before glaring at Sarge. Sarge, for his part, was looking quite smug.

"What in Celestia's name was that all about?" Twilight asked, exasperated.

"Gotta keep my ambushing skills sharp! My decoy worked perfectly!" The earth pony replied proudly. Twilight gave him an odd look.

"Your plan got you thrown across the room and almost had a bookcase fall on you. Not to mention nearly giving me a heart attack!" Twilight responded.

"The principle stands." Sarge responded solemnly. Twilight sighed and rolled her eyes. These ponies were going to give her an early grey mane. Then Simmons entered the room, munching on a carrot.

"Oh, good to see you're all awake."

"Ah, Simmons, glad you could join us. Report!" Sarge ordered.

"Well Sir, I've been studying the remaining records of Twilight's teleportation machine and-"

"Wait, you've been reading those records? I thought I locked them up!" Twilight interrupted.

"You did. Turns out I'm very good at lock-picking!" Simmons replied, looking very pleased with himself. Twilight gaped.

"Good work utilizing the tools at hand Simmons, now continue." Sarge ordered, ignoring Twilight's look of outrage.

"Well, like I was saying, I was looking at the records. Most of it I can't make heads or tail of. There _was_ something I noticed that kept repeating itself though." Sarge motioned for him to keep going. "I suspect they're the harmonizing frequency that keeps the transportation node stable. My only guess as to how we ended up here was when the reactor overloaded, the teleporters in blue base activated using the same frequency. The power surge provided enough energy for the teleporters to break through the dimensional barrier, interact with Twilight's, and re-materialize us here. No clue why we're ponies though." Simmons ended with a shrug. Sarge acknowledged the information with a grunt.

"Wait, wait, wait! How could you possible know that?" Twilight demanded, still upset from the fact that Simmons had so brazenly disregarded her privacy. She made a note to confront the pony about it later. Simmons shrugged.

"It's the only theory that I could come up with that made sense." He replied. Twilight knew next to nothing about the kind of teleporters the blues used, so on some insane level, Simmons probably made sense.

"Riiiiiiiight..." She muttered. "So Sarge, what do you want to do now?" Twilight questioned. Sarge shrugged.

"Bring everyone back and formulate a plan on how to beat the Meta, of course!" He said with a glint in his eye. Twilight couldn't fathom why the earth pony was so eager to face something that had kicked his flank just a day ago. Still, she had to agree with Sarge's logic. United, and with a plan, Twilight had no doubt they could deal with this new threat.

"Spike-" She called. "Get some letters ready! Time to call in the Elements!"

000000000000000000000000000

Wash grunted as he hefted another bushel of apples onto the storeroom shelf. He paused for a moment and looked at the remaining 4 out of 30 bushels he had to move. In a way the hard work was vaguely satisfying. Wash had feared that hanging around Blue base had made him grow soft. This little adventure was putting the lie to that fear. It had started rather abruptly when Applejack had burst into his room at 0500 and stated he would be helping with chores (something he'd agreed to do the night before). After a quick but filling breakfast of apple oatmeal, carrot muffins, and cinnamon tea, Applejack had put him hard to work. First it was helping bring water to the farm's more thirsty crops. Then was helping Big MacIntosh plow a new field for a crop of carrots the family was planning on planting. Now he was helping Applejack carry freshly picked apples and put them in a storeroom. Applejack stated she was planning on using these apples to make apple cider. With a grunt, he lifted another bushel onto the shelf.

"Hey." Wash turned to see a small yellow pony with a red mane behind him. Applejack had briefly mentioned having a little sister named Applebloom. This must be her.

"Yes, can I help you?"

"Ah heard ya'll not from 'round here. That true?" The yellow earth pony asked. Wash noted her accent was as strong as her sisters.

"Who wants to know?" He replied allusively. Applebloom frowned.

"Ah do!" She exclaimed. "Ah heard you an' sis talkin' las night when ya'll came home. What's ah 'Freelancer'?" Wash mentally sighed.

"I'll tell you later. Right now I have to help your sister." He dodged the question. Applebloom frowned.

"Ah can help ya! Then ya can tell me what ya'll told mah sister." Drat. She was persistent. Wash searched his mind for a sanitized version of the explanation. Somehow he figured Applejack and Big Mac wouldn't take warmly to him telling Applebloom about the whole Freelancer project.

"A Freelancer is someper-pony who...uh...works to stop bad ponies." It wasn't technically a lie. The Freelancer project was supposed to be a cheap alternative to Spartan Supersoldiers.

"What type'a bad ponies? Like that Meh'ter feller ya'll were talkin' about?" Applebloom pressed. Wash paused to think before answering.

"Yeah...he's one of the bad ponies I'm supposed to stop. But with the help of your sis and her friends, it'll be easy." Wash hoped to satisfy the young mare's curiosity. Applebloom was about to say something else when another voice interrupted her.

"Applebloom, quit pesterin' Mr Washington an' git ready for school. Ya'll gonna be late!" Applejack ordered, her head in the storeroom. Applebloom sighed and trotted away from Wash.

"Yes sis. Ah'm coming." She looked behind her shoulder. "Bye Mr. Wash!" Applebloom called before walking past her sister and through the door. Applejack turned her attention to Wash.

"Finish stacking them apples an' git yourself cleaned up. Twilight wants tah see us." She informed him. Wash nodded.

"I'll be done ASAP." He replied.

"C'mon lead-wings! We barely begun!" Rainbow Dash called to Grif. The pegasus pony in question was sitting on the ground, panting heavily.

"I'll say we've barely begun. Bow-chik-" Dash held up a hoof to silence Tucker's catchphrase. She was somewhat impressed with Tucker's progress, though. The aqua pegasus had shown some potential. Though his top speed was average, he was already on par with Dash at close-quarters combat. Grif on the other hand...

"Seriously, ya must be the laziest pegasus I ever met! You flap you wings once an' ya tired! What the horseshoes?" She demanded. Grif looked up and scowled.

"Fuck you, pride-pony! If I could have a beer and a smoke right now, I would!" He shouted back at her. Dash bristled at his little nickname for her.

"I don't know what either of those things are, and if ya don't get your butt in gear, I'm gonna start kicking it!" She bellowed at him. Grif waved his hoof at her, then looked at it and cursed.

"Man, fuck ponies! I can't even flip someone off!" He said crossly.

"I agree with you there man. Life sucks when you can't give someone the bird." Tucker agreed sagely. Dash held her head in her hooves and muttered something unintelligible. Before she could strangle one of them, she spied Fluttershy on approach. A distraction! Thank Celestia! She turned to meet her friend.

"'Sup Fluttershy?" She asked. Fluttershy smiled meekly.

"Fine...I suppose..." Fluttershy replied softly. Fluttershy actually looked a bit dishiveled and tired.

"You sure Fluttershy? You look tired." Dash pressed. Fluttershy seemed to shrink away from her friend's gaze.

"Yes, just a...uh...animal emergency late last night. One of the ferrets broke their paw." Dash looked at Fluttershy evenly. Her friend was a terrible liar. But if Fluttershy didn't feel like talking about it, Dash figured she'd just have to wait until the kind-hearted pegasus was ready to open up.

"So what brings ya to my humble training grounds anyway?" Dask asked, changing the subject.

"Oh, Twilight sent me a message. She wants to see all of us at our earliest convenience." Fluttershy explained. Dash nodded. She turned to Tucker, who was already set to go. She looked back down at Grif, who was wiggling his hooves and muttering sourly.

"Hear that, lead wings? Time to get moving!" She called down to him. Grif looked up for a second then scowled.

"Son of a fucking bitch!" He swore, more to himself then anypony else. Dash quickly covered Fluttershy's virgin ears from Grif's curse before the yellow pegasus could hear it.

"Aaaaaand I think that breaktime's over, _Grif._ Let's go!" Fluttershy and Tucker flew off, and Dash lagged behind to offer Grif some 'advice.'

"Swear around Fluttershy again and I'll beat the oats outta ya!" She seethed at him. Grif rolled his eyes.

"Go stuff a carrot up your ass." He replied with a sneer.

*Clonk!*

"Ow! What'd you hit me for, asshole?"

*Clonk!*

"Cut that shit out!"

*Clonk!*

"Jesus!"

"...Is that a swear word?"

"...It can be."

*Clonk!*

"Goddammit!"

Lyra checked the contents of the picnic basket for the umpteenth time. Bon-bon sighed.

"Lyra, how many times are you going to check that? I doubt the sandwiches have magically floated away since the last time you checked them." She chided the unicorn. Lyra smiled awkwardly.

"Sorry Bon-bon, I'm just a bit nervous. I really want today to be special." The mint green pony replied.

"Well it won't be special if flies get in the food, which is what will happen if you keep opening that lid." Bon-bon explained. Lyra nodded in embarrassment. Bon-bon sighed again, this time with a smile. "Relax dear, if something happens today, we can always have another picnic later." Bon-bon reassured the unicorn. Lyra nodded but still looked anxious. Only a few short days ago, Lyra had announced her unrequited feelings of love for Bon-bon. The earth pony wasn't sure how to react. While she had agreed that her feelings for Lyra went beyond mutual friendship, Bon-bon still wasn't sure if she was a filly-fooler too. She told Lyra that she would spend some more time with her and eventually figure out if she wanted to really pursue their relationship, though Bon-bon had a feeling Lyra had nothing to worry about. Today would be the first in a series of "dates" that the two ponies would have to work out their feelings and make sure it was the real deal between them. As such, Lyra was stressing over the tiniest of details and it was beginning to wear on Bon-bon.

"Say, Lyra, how much further?" Bon-bon asked, hoping to divert Lyra's attention away from the picnic basket.

"Oh, not much longer now! Maybe another half-hour at most. I swear it's the most beautiful waterfall you've ever seen!" Lyra promised enthusiastically. "Why, do you need a break?" She asked. Bon-bon shook her head.

"No, it's just..." Bon-bon started, then looked around. "I think something might be following us." Well, Lyra wasn't worried about packed lunches anymore.

"What? You mean like one of those horrendous creatures from the Everfree forest?" Lyra asked nervously. Bon-bon shook her head.

"No, I swear I'm hearing hoof-falls. I think somepony is trailing us." Bon-bon turned around. "Hello? Is somepony out there? Do you need help?" She called out. As if on cue, a white unicorn exited the undergrowth. Bon-bon sized him (it looked like a him, anyway) up and decided he looked rather unsavory. "Hello, do you need something?" She asked. The helmet the pony was wearing obscured most of it's face, but Bon-bon saw his lips curl into a sneer. The unicorn's horn glowed.

"Bon-bon, I think we should run." Lyra whispered. Bon-bon nodded. Firey orbs formed around the pony's head. "Run!" Lyra shouted, and conjured up a shield. The orbs raced forward collided with the shield. Debris pelted the two ponies and covered them with dust. Lyra staggered back with a gasp. Bon-bon raced up to her dazed friend and shook her.

"Lyra, we gotta go!" She yelled. Lyra shook her head and nodded. She was about to say something when she saw Bon-bon's eyes widen in horror. She turned around just in time to see the unicorn appear behind her suddenly and swing it's hoof at her. It connected solidly with her temple. Lyra tumbled to the ground and the pony advanced. "Lyra!" Bon-bon shrieked. Her eyes shot from the pony to Lyra then back to the pony. He slowly advanced on her, and Bon-bon found herself moving backwards. Right up until she backed into a tree. The unicorn made a horrific, growling chuckle as his horn began to glow. Bon-bon's life flashed before her eyes. Then a rock hit the back of the unicorn's head. He spun around and Bon-bon gaped as she saw Lyra standing and surrounded by several floating rocks.

"Leave her alone!" Lyra shouted. A trickle of blood seeped from the indent where the unicorn had struck her. Lyra looked at Bon-bon. "Run! I'll hold him off!"

"But-" Bon-bon began.

"No 'buts'! If I can't protect the mare I love, what good am I? Hurry and get help!" Lyra ordered. The unicorn was almost upon her. Bon-bon nodded.

"I'll be back! I'll bring Celestia herself if I have to!" The earth pony yelled. A sick feeling wrapped around Bon-bon's gut as she turned tail and left her best friend to the clutches of this maniacal pony. '_I'll be back, and_

_with the whole royal guard!'_ Bon-bon promised herself. Lyra watched her lover disappear from sight and turned her attention back to her attacker.

"Alright you big bully, lets see what you got!" She said grimly. The white unicorn's horn glowed and more orbs appeared around it's head.

*Whoosh*Boom!*Whoosh*Boom!*Whoosh*Boom!

"So is there any chance that we can get back?" Wash asked. Simmons had just explained to the assembled ponies his theory as to how the Reds and Blues appeared in Equestria. Simmons shrugged.

"I don't know. It seems impossible at the moment. The only way I see us getting back is to replicate the events of the previous teleportation down to a T." The maroon unicorn replied helplessly. Wash sighed.

"Here's a better question: Have you figured out why we're ponies?" Tucker asked. Again, Simmons shrugged.

"I guess we're playing by this universe's rules right now, and the rules say everyone's a pony." He replied, and got several odd looks. Doc was about to say something when Fluttershy of all ponies spoke up.

"Um, can I ask a question? You know...if...you don't mind..." Fluttershy trailed off.

"S'alright sugarcube. What's ya'lls question?" Applejack said, putting a reassuring hoof over Fluttershy's back. Fluttershy looked around nervously and spoke.

"Um...have you heard of somepony named Tex?" The yellow pegasus asked. The reactions from the Reds and Blues were immediate.

"Tex is here? Fuck!" Grif looked around nervously and placed his hooves in front of his groin. Rainbow Dash got a good chuckle out of his action.

"She's back for round two, eh? I'm ready this time!" Sarge declared boastfully. Tucker shot him a glance.

"She kicked all your asses last time! What make's you think this time will be different?" The aqua pegasus asked. Sarge was about to reply when Wash cut him off.

"Wait, how do you know about Tex? Is she here?" He demanded. Wash was on edge, especially since none of the RvB ponies had mentioned Tex by name. Fluttershy shuffled from hoof to hoof as Wash's gaze bore into her.

"Kinda..." The yellow pegasus squeaked.

"What does that me-"

"Hey, hold your saddles, there!" Applejack interrupted Wash. "Ya'll can't just be barkin' questions like that at poor 'ol Fluttershy!" The rest of Fluttershy's friends nodded and moved to form a wall between her and Wash.

"Sorry, but I'd kinda like to know." Wash said, aggravated. "Please." He added as an after-thought. Four glares and a disapproving head shake (Pinkie pie's) were directed at him.

"No, wait, it's all right." Fluttershy spoke up. Her friends parted as she walked forward. "Um...I know about Tex because..." Fluttershy swallowed hard. "Becauseshe'sinmyhead." She finished quickly. All the ponies in the room looked at her, mouths agape.

"How..." Applejack began

"How is that possible?" Twilight finished for her.

"It makes sense if you think about it. Tex was an AI that could jump from person to person. So instead of getting her own body, she somehow jumped into Fluttershy's." Wash explained. The gaping continued. Twilight found her voice first.

"You're telling me that one of those AI things, things that turned the Meta into what he is, now resides in Fluttershy's head?" She asked, horror starting to creep into her voice.

"Not exactly. True, Tex is an AI. But she's different then those that affected the Meta. But this still raises some questions. For instance-" Wash's statement reassured Fluttershy and her friends before he moved closer to the yellow pegasus. "-can you hear Tex talking to you right now?" He asked. Fluttershy nodded, then blushed. The others looked at her curiously.

"She...um...just said some...not nice things about you." Fluttershy told Wash.

"I'll bet. Last time we saw each other, she was trying to kill me and I was trying to capture her." He said with a smirk. Now the other ponies looked at him in shock. He shrugged.

"I hope I never go to your universe." Twilight muttered.

"Not for everyone I suppose...everypony I should say." Wash said flippantly, then corrected himself with another grin.

"Wait, you said that the AI could take over ponies' minds, right?" Rainbow Dash suddenly asked, remembering the story the Reds and Blues had told them.

"Yup. Caused quiet a bit of trouble, too!" Sarge answered.

"So that means that this Tex of yours can take over Fluttershy?" Dash pressed. The air became still for a moment as everypony looked at Fluttershy. Fluttershy, in turn, blushed and looked at the ground.

"Well, she promised not to unless she though I was facing something I couldn't handle." The pegasus said quietly.

"Still don't sit well wit' me. Some violent thing inside yore head tha' can take over you body." Applejack fumed to Fluttershy.

"Thank you all for your concern, but Tex and myself had a long talk last night. She's not a bad pony." Fluttershy replied. Grif snorted.

"Yeah, when she's not beating your nuts to jelly." He muttered.

"As badly as he put it, the moron's right. Tex wasn't on most people's good side in our world." Wash informed Fluttershy. Fluttershy frowned.

"Well...Tex also told me about all of you, too. Especially you, Mr. Washington" Fluttershy started, pointing a hoof at Wash. "I'd much rather trust Tex then you." She said, just a bit angry.

"Wow, ya got Fluttershy angry. Ya sure got a way with ponies." Applejack said, poking Wash in the side. Wash was about to say something when a loud commotion from outside the library caught everypony's attention. There was a sudden knock on the door quickly followed by an earth pony slamming it open, not waiting for an invitation.

"Whats-Wait, Carrot-Top?" Twilight asked.

"Twilight! Come quickly and bring your friends! Something terrible has happened!" Carrot-top yelped, nearly hysterical. The ponies in the library shared a glance before following the carrot farmer out the door.

000000000000000000000

The keepers of the Elements of Harmony and the RvB ponies left the confines of the library and quickly discovered the source of the commotion. In the center of town, a crowd of ponies had gathered around a babbling Bon-bon.

"Make way, to the side, c'mon ponies, lets move it." Dash ordered, clearing a path for her friends. The RvB ponies trailed a few feet behind. Except for Wash and Sarge, who were along side Twilight. They finally reached the center of the crowd and approached Bon-bon. The earth pony caught sight of Twilight and scrambled over to her.

"Twilight! Thank Celestia! You have to help her! He attacked us and-" Bon-bon rambled before Twilight placed a hoof on her shoulder.

"Bon-bon, slow down! Who attacked who?" She asked. Bon-bon took a deep breath before beginning again.

"Me and Lyra were taking a picnic, when this white unicorn appeared out of nowhere and attacked us! Lyra stayed behind to slow him down and I went to get help! Please Twilight, you've got to save Lyra, Please!" Bon-bon broke down sobbing. Fluttershy moved forward and began to comfort the crying pony. Twilight looked back at Sarge and Wash, who exchanged wary glances.

"Don't worry Bon-bon, we'll rescue Lyra. That's a fact!" Twilight stated authoritatively. Bon-bon sniffed and nodded before burying her muzzle back into Fluttershy's chest and continuing to sob. "So gentleponies, what do you think?" Twilight quietly asked Wash and Sarge.

"He's either up to something or he's gone insane and is attacking everypony he can find!" Sarge stated.

"He's crazy, but I don't think he's to the point of randomly striking out and passers-by. He attacked those two for a reason. I'm not sure why though..." Wash trailed off in thought.

"What if he didn't know where Ponyville was, and the attack was a ploy to get someone to go back to Ponyville?" Twilight suggested. The other two thought about it.

"No, this place isn't that hard to find. He had to have another reason." Wash said, shaking his head.

"What if he was trying to lure _us_ out into the open?" Sarge suggested. Before either could respond, a shriek split the air, followed by the cracking of wood. All ponies turned to the sound and stared in shock at the sight. The Meta was standing on the other side of the street and was levitating a cart above his head. The cart was ripped apart and the Meta threw the jagged pieces at Twilight and the rest.

They never reached their target as Twilight put up a shield. The improvised javelins bounced off it with a clatter. "Fluttershy, get Bon-bon out of here! Pinkie Pie, Doc, clear the crowd! Rarity, go tell the mayor! Dash, Applejack, your with me!" Twilight shouted.

"Doc, go with Fluttershy! Tucker, Caboose, watch my flanks!" Wash ordered.

"Simmons, guard my six, Grif, do something useful for a change!" Sarge bellowed. The ponies rushed into action. Doc and Fluttershy rushed Bon-bon out of the way as Pinkie Pie dispersed the crowd. Rarity help Pinkie Pie for a moment before rushing off to inform the mayor, and the rest of the ponies formed up loosely to face the Meta. The Meta, in return, picked up another cart. Two carts, in fact. With a tremendous crunching noise, it ripped the two constructs apart and began to spin the pieces around itself. It was a deadly hurricane of debris, with the Meta at the center. Suddenly, chunks began to whip out of the storm and fling themselves at the assembled ponies. The Meta's strategy was simple. Force the ponies into smaller groups and take them out one by one. Simple, yet effective. The first group it isolated was the Reds. With the exception of Sarge, Red team didn't have any real fighters. Simmons was more tech-support/adviser and Grif was a non-combatant in the Meta's eyes.

"Stick close!" Sarge bellowed to his men. The other two huddled closer, fear and determination mixed on their faces. The Meta charged and Sarge readied himself for combat. Still surrounded by it's collection of broken carts, the Meta pulled several pieces of wood out of the air and launched them right into Sarge's face. The earth pony put a hoof up to shield his eyes. With the earth pony temporarily distracted, the Meta shot past him while knocking him over. Simmons gulped as it came to a halt in front of him. The maroon unicorn's eyes grew larger as it saw what the Meta had in store for him. Pulling dozens of large nails from the wreckage that swirled around them, the Meta whipped them at Simmons like spears. Simmons yelped and used the only defensive spell Twilight had taught him: A shield. The conglomeration of nails bounced harmlessly off the shield, but the Meta had just begun. Larger and larger chunks of wood slammed into the shield. Simmons panted as he struggled to maintain the magical barrier; slowly loosing this battle of attrition. Finally, a rather large piece of wagon wheel struck the shield and it popped out of existence. The Meta shot forward and bowled Simmons over. Simmons' head had the misfortune of landing on a large rock in the ground. Dazed and slowly slipping into unconsciousness, the maroon pony looked up to see the Meta had fashioned itself some horseshoes. Nasty looking spikes jutted out from them as well. If the Meta's hoof didn't crush his skull, the spikes would tear his brain apart.

"Hang on Simmons, I'm coming!" Both the Meta and Simmons were surprised when they heard Grif shout and saw the pegasus speed towards them. Grif looked like he might reach them when the smashed side of a wagon flew into his face. Grif struck the object head on and was knocked out. He tumbled a few feet from the others and landed in a still heap. For some reason, Simmons wasn't surprised that his last moments would involve Grif failing at something. The Meta's hoof descended and Simmons steeled himself for the inevitable. Right then, the Meta was knocked off in a blur of red and blue. Before passing out, Simmons could see the Meta being held by Caboose while Sarge delivered blow after blow.

The Meta wasn't about to put up with this, however, and several magical orbs appeared behind it's and Caboose's head. It a flash, the orbs impacted against Caboose's skull and the blue earth pony slumped over. Now free, the Meta turned his attention back to Sarge. The red pony continued his attack, undaunted. He managed to get in a few good hits before a raking blow to Sarge's neck sent the earth pony staggering back. The Meta then magically picked up the red team leader and launched him through the air. Sarge turned to see a large pile of sharp wood and metal waiting to 'catch' him when he landed. He squirmed for all he was worth but was unable to move out of line with the deadly pile of debris. Just as he was a second from impacting, a technicolor blur swept past and yanked Sarge out of harms way. "Sweet Luna, you're heavy!" Exclaimed Dash, who then lost her grip on Sarge. The earth pony tumbled out of her grip and landed with a thump. He got up abruptly, unfazed.

"Great galloping gaffs, that was the worst catch ever!" Sarge complained. Dash was about to reply sarcastically when she noticed Sarge's neck.

"Oh Horseapples! Your neck!" She exclaimed. The Meta's spike shoes had torn several gashes down Sarge's neck, and the area around them were now stained a dark crimson.

"A mere flesh wound! The only thing it will cause is blood loss!" Sarge somehow stated smugly. He then wobbled a bit before sitting down. Dash rushed over to the pony, but he waved off her concerns. "Don't worry about this war horse, protect my men!" He ordered, motioning to the unconscious ponies that the Meta now had easy access to. Dash nodded and bolted towards the Meta. Most of her was eager for payback, but a small part felt disgusted for leaving Sarge in such a condition. Still, at least he could move and get himself help. The others were lying there, easy pickings. Dash would not let more harm befall them. She covered the distance in a second. The Meta, underestimating Dash's incredible speed, had focused it's attention on the unconscious ponies and was intent on killing all of them. Just as it was about to crush Simmons' head, a rainbow blur smashed into it, hooves first. The hit knocked the Meta off it's feet and sent it careening into a nearby building. Dash hovered some distance away from the site, watching cautiously. The dust settled and...he wasn't there. Dash's eyes widened in shock, but she kept her head. With a pump of her wings, she took to the sky to avoid being an easy target and to see where the Meta had ran off too. Glancing around, she spied six magic orbs the Meta use rush at her. Dash grinned and took off. The orbs pursued.

_"_Too easy!" Dash mocked. The orbs, as quick and maneuverable as they were, had nothing on Dash. She looked behind her and smirked as they trailed farther and farther away. Dash mentally cheered in victory and looked back ahead to-*Crunch!* fly strait into a cart piece the Meta had positioned in her way while she was focusing on the orbs. Stars exploded in her eyes and pain shot through her wings as the wooden chunk bounced off her head and into them. Dazed and hurt, Dash still retained enough wits to make a decent crash-landing. On the ground, she staggered about, desperately looking for her opponent. Her head pounded as blood from a gash on her forehead threatened to obscure her vision. An unpony growl caused her to spin around and find the Meta behind her, levitating a nail filled board. But that's not what Dash was paying attention to. Her battered brain had instead focused on a series of red scratched the Meta had earned when it had crashed into the building. _"So it's flesh and blood pony after all..." _She thought absently. The Meta swung the board at her face, intent on smashing her skull. It was surprised as Dash was when a metal pipe floated in front of the board and caught the blow. Dash looked around and saw Twilight close by. Her face scrunched in concentration and horn aglow. Standing along side her was a cross-looking Applejack, cocky Tucker, and serious Wash. The Meta snarled and turned to face his next challengers.

"Y'all rest easy sugarcube. We're gonna put this lil' problem causer in his place!" Applejack called to Dash.

"Dash, go get Sarge and take the other ponies somewhere safe!" Twilight ordered. The rainbow-maned pegasus nodded and took off in the direction of the fallen RvB ponies. With Dash out of harm's way, the other ponies moved to flank the Meta. The Meta merely looked at them and picked up a second nail-studded board. With a hiss, it charged, swiping one nail board at Twilight and the other at any pony who got too close. Twilight scuttled back, desperately trying to block the on-coming blows. The purple unicorn was scared, but at the same time confident. There were two bits of information that kept her hopes up as the homicidal pony stalked towards her. One was her metal pipe was far stronger then the board the Meta was using. In a minute or two, the white unicorn would smash it's weapon to splinters. The other bit was that her friends had now surrounded the Meta. All she had to do was keep the unicorn distracted while the others put their plan into motion.

"Heads up, Twi!" Twilight heard Applejack shout. The purple unicorn had been so caught up in her musings that she hadn't noticed a nail board descending to meet her head. Twilight brought her own weapon up in the nick of time. A crack filled the air as the Meta dashed it's nail board against her pipe. Splinters and nails exploded in front of Twilight's face. She yelped as shrapnel pinged off her head and dust got in her eyes. The attack made her drop her pipe; a potentially fatal move. Though one weapon was gone, the Meta still had another nail board. It swung the board like a bat and Twilight's head was the ball. The purple unicorn, temporarily blinded by dust in her eyes, had no way of countering the move. Twilight felt herself roughly pushed over and heard Applejack shout in anger. She looked up, her vision slowly clearing, to see Wash standing over her. He was levitating a fireplace poker. Impaled on the pointy end was the board the Meta was using. Beyond Wash, Twilight could make out Applejack attacking the Meta. The orange mare was getting quite a few hits. A well placed blow behind it's ear sent the Meta staggering. It recovered after a moment and roared in anger. The sound send a chill through Twilight's spine. It's horn glowed a fiery white, before a wave of magic flew towards AJ. The wave picked up the earth pony and sent her slamming into a nearby building. The Meta stomped towards her. The wave had transmuted into bands, trapping the earth pony and slowly crushing her against the wall. Applejack couldn't breath as the air was forced out of her lungs. Spots began to blur Applejack's vision.

"Death from above, dickweed!" Tucker's voice sounded like it was a mile away to Applejack. Then there was a horrendous sounding crash and suddenly Applejack was free from the Meta's magic vice. "Shit." The earth pony looked up to see what Tucker was swearing about. While the Meta was busy crushing the life out of Applejack, Tucker had got and grabbed himself a heavy wooden box. The original plan called for the unicorns and earth pony to distract the Meta while Tucker dropped something heavy on it's head. Though it didn't include them having their asses beaten. The plan would've worked, but the Meta had summoned a powerful shield to protect itself from the pony-sized crate Tucker had tried to drop on it. Seeing that plan A had failed, Tucker switched to plan B: Beat the hell out of it. And so, the cyan pegasus flew downwards in an attempt to strike down the Meta. In hindsight, it was a terrible idea. Moments after his brave and incredibly stupid aerial charge, Tucker was on the ground, writhing in pain. The Meta had easily predicted Tucker's trajectory and smashed a large pile of jagged wood and nails against Tucker's side. Large slivers of lumber and metal had imbedded themselves into his flank and wings, essentially crippling the poor pony. Though in pain, Tucker was still defiant. "Fuck you, cockmuncher!" He spat out. The Meta didn't reply and instead picked up a nearby metal pipe. The end had broken off, leaving a wicked looking, make-shift spear. The Meta positioned it to stab Tucker in the heart.

Suddenly it felt something pull on it's weapon. The Meta snarled and saw Wash using his own magic to grab at the pipe. The Meta snarled in frustration. If it wasn't constantly being interrupted, all it's opponents would be dead by now! Rage and fury fueled it's magic, and the Meta summoned up an enormous spread of orbs. The barrage completely devastated the surrounding area. Both Wash and Twilight were hard pressed to shield both themselves and their injured comrades. After what seemed like an eternity, the explosions subsided. Twilight and Wash were panting heavily. The strain to keep up their shields was enourmous. Wash was actually worse off then Twilight, as he didn't have as much practice or raw power as Twilight did. Fatigue threatened to overtake him, but Wash refused the urge and looked through the dust and smoke for the Meta's next attack. Finally the dirt and debris settled to reveal...nothing.

"Wh-where did he go?" Twilight asked worriedly. Wash frantically scanned the area for the Meta, but he couldn't see anything besides ruined carts and damaged buildings. A thought struck him.

"We need to get back to the others. NOW!"

0000000000000000000000

Fluttershy had managed to snap Bon-bon out of it and send along with some other fleeing ponies to safety. Now, with the help of Dash, she'd managed to drag the Red team and Caboose to a now vacant furniture store. Sarge had collapsed after all the unconscious ponies had been brought to safety, leaving Fluttershy to frantically stitch his wounds close. It wasn't the best work in the world, but they did their job. Sarge was now slumbering with the rest of his team while Fluttershy paced about nervously.

"Dash please, you need to lie down. A blow to the head is a very serious injury!" The yellow pony pleaded.

"Nuh-uh!" Dash snapped. "I'm not resting 'til that jerk is locked up!" The blue pegasus stumbled a bit and Fluttershy rushed to steady her.

"You're in no condition to do anything! Please lie down." Fluttershy begged. Dash smirked. Her head throbbed and her scalp was sticky from her own blood.

"No offense Fluttershy, but you're not exactly a fighter. You probably couldn't beat a bowl of oatmeal. Somepony's gotta watch out for you." Dash replied, giving Fluttershy a light hug. The kind-hearted pegasus looked away, guiltily. If only she wasn't so weak...Fluttershy was about to respond when a flash of light and bang overwhelmed her senses. Fluttershy felt something push her and she thudded to the floor. When she opened her eyes again, she gasped in shock. A viscous-looking Meta loomed over an unconscious Dash. It's spike covered hoof ready for the kill. A million thoughts raced through her head, but one stuck out among all of them.

_"If I were just a bit stronger..."_ Fluttershy thought bitterly.

_"Allow me..."_

Fluttershy suddenly found herself taking a backseat to the controls of her own body. There was really no way to describe it. Meanwhile the Meta suddenly shifted it's attention from Dash to Fluttershy. It growled in challenge. Fluttershy shot it a cocky grin and pawed the ground. "Alright you mean sonovabitch, I kicked your ass once, and I can do it again." Tex snorted. In a flash, she charged the Meta and the battle was joined. Blows were exchanged like lighting, and Tex pounded the Meta over and over again. In the back of her own mind, Fluttershy could feel the rage pouring off Tex. The being in her head was fully ready to rip the Meta's head off, and a small part of Fluttershy rooted for this. The fight continued as Tex/Fluttershy fought savagely against the Meta. However, the unicorn still had the upper hoof. Despite being a remarkable fighter, Tex was still using Fluttershy's body to fight. The yellow Pegasus, was, to be honest, wimpy. Fluttershy's body was slowly burning out. Finally, Tex overthrew a punch and the Meta capitalized on her slip-up. One attack later, and Fluttershy was on the floor groaning in pain. The Meta loomed over her and it's horn began to glow. At first Fluttershy didn't understand what it was doing. Then she felt something inside her being pulled away and heard Tex scream. The Meta was trying to yank Tex out of Fluttershy's mind. Somehow, Fluttershy knew that if she allowed the Meta to do what it planned, Tex would cease to exist. Gathering her willpower, Fluttershy "grabbed" Tex and held on. The Meta snarled and pulled harder. Fluttershy wrapped herself around Tex.

"LEAVE HER ALONE!" The shout startled both ponies, and Fluttershy could only look on in shock as a small blur of green and purple landed on the Meta's back. The white unicorn roared in anger as claw and fang tore into it's flank. Snarling, the Meta levitated a paperweight and shot it like a baseball into Spike. The blow propelled the dragon off into a nearby wall, knocking him out. The Meta reared up and was about to attack again when angry orange bolts of lighting danced over it's body. The Meta screeched in pain and anger, before activating it's cloaking ability and disappearing. Then it was quiet again, save for the shuddering breaths of Fluttershy and the subdued groans of the surrounding ponies. *Crash!* Fluttershy squeaked hid her head under her hooves.

"Fluttershy! You're alright!" Twilight Sparkle's voice tore through the suspense. Fluttershy peeked out from between her legs and saw a battered Twilight and Wash carrying Applejack and Tucker respectively. Twilight staggered over to the yellow pegasus and Fluttershy widened at the state of her friends' health.

"Heya sugarcube..." Applejack mumbled as Twilight levitated her onto a nearby bed.

"Twilight! Applejack!-" Fluttershy looked at the two blues and failed to recall their names. "-you ponies! You all look terrible! How bad are you hurt? Oh, where'd I put that medkit?" She said, threatening to spaz out.

"Shut up wid de noize..." Rainbow Dash muttered, then groaned.

"Rainbow Dash! You're awake! Thank goodness!" Fluttershy blurted out, now turning her attention to the blue pegasus pony. Dash shuffled her way into a sitting position and winced. Placing a hoof to her head, she saw her cut had re-opened. "Here, let me!" Fluttershy exclaimed, and began re-bandaging the wound. Dash tried to focus on what was happening.

"Wha...? Ouch! Fluttershy, that hurts!" She complained as her friend bandaged her head. Fluttershy ignored her and finished wrapping the bandage around Dash's head. Dash was about to complain about its tightness when another groan filled the air.

"Spike? What are you doing here?" Twilight exclaimed, rushing over to her assistant.

"He jumped on the Meta's back and saved me. It was a very brave thing to do." Fluttershy informed her.

""Wasn't me..." Spike muttered. The other ponies gave him an odd look.

"What are you talking about Spike? I don't see another purple baby dragon around here." Twilight stated. Spike shook his head and slowly stood.

"No, I mean, it was my body, but I wasn't in charge of it. It's hard to explain." Spike tried to tell him.

"It's like someone was using your body like your own?" Wash asked, though it was more of a statement. Spike nodded slowly. Wash unloaded Tucker next to Fluttershy for treatment before coming face to face with Spike. "Lemme guess? Epsilon? Or is he calling himself Church?" Wash queried. Spike gaped at him and the other ponies looked confused. Then Spike blushed and scratched the back of his neck. Wash smiled. "I suppose he just said something unrepeatable in present company?"

"Uh. yeah...basically he called you a smug know-it-all. There's some more colorful language mixed in." Spike replied, embarrassed.

"Well it's good to know he still hasn't changed." Wash's voice was mixed with amusement and sarcasm.

"Hate to break up your banter, but do you mind cluing me in?" Twilight asked, sounding annoyed. Wash shrugged.

"Church was another member of Blue team. Or so it seemed. It turns out he was actually an AI clone of the Director of project Freelancer. I'm not sure how he landed in your little buddy here. Same thing that happened to Fluttershy must've happened to your little buddy there." The white unicorn explained. Any further exposition was cut off by another voice.

"Oh thank Celestia! I was beginning to fret! You all look dreadful!" Rarity exclaimed. Behind her trailed Mayor Mare, Doc, and a few concerned townsfolk.

"Ms. Sparkle! What in Luna's mane happened here?" The mayor demanded. Twilight looked a bit sheepish.

"My apologies Mayor, but I think Ponyville is in grave danger." The purple unicorn replied. The Mayor rolled her eyes in a "duh" response.

"I think Ponyville's torn-up market district is proof of that, Ms. Sparkle. Perhaps you could inform me on the threat we're facing?" Twilight winced at the Mayor's sarcastic tone.

"A power-crazed pony has decided to mess up your town and kill anypony that gets in it's way. It's strong, viscous, and smart. It can also go invisible and slow down time. If we don't stop it soon, it could end up killing anypony it comes across just because. Any more questions?" Wash snapped at the tan earth pony. He neither had the time nor the patience to deal with blustery politicians. The Mayor gaped at him.

"I'm informing the Princess about this immediately. In the meantime, you should probably tell all the ponies to stay inside the town limits and walk in groups." Twilight suggested.

"Yes...that sounds like a plan. You all seem to have a handle on this-" The Mayor said, gesturing to the room full of battered ponies. "-So I'm appointing you all honorary law ponies to stop this troublemaker. Twilight Sparkle, you're in charge." She said, before promptly leaving. Silence filled the room.

"Hooray..." Twilight muttered.

000000000000000000000000

Things had calmed down a bit after the latest incursion with the Meta. Between Doc's healing abilities, and Fluttershy's medical skills, even the most serious wounds were healed. As the town folk began to clean up the mess, a search party headed by Rainbow Dash had set off to find Lyra. It was an all-pegasus team to reduce the chance of ambush, though Bon-Bon was very upset over not being able to look for her friend. Much to everypony's delight, Lyra had been found a short distance from Ponyville. Aside from being hog-tied, bruised, and exhausted, the unicorn was alright. A touching scene unfolded back in town as Bon-Bon declared her love for Lyra and asking for her hoof in marriage. A scene marred by a disturbing revelation from Lyra: Somehow, the Meta had stolen her magic. Not all of it, but most of her active energy. In time, Lyra would recover, but for now her lack of magic would leave her tired. Bon-Bon had made it clear that Lyra would get all the rest she needed to get back to normal. Twilight made sure to add the magic-stealing abilities of Meta to her letter to Celestia. Once finished, she had Spike send it. Now all the ponies had to do was wait.

Rainbow Dash pawed at the spot where her forehead had been sliced open. It was healed and she'd regained her strength, but the spot still felt tingly. That said, Doc had done a magnifican job healing her wounds, as well as every other pony's too. Now they were all waiting in the Twilight's house munching on fruits'n'veggies and drinking water. Pinkie Pie had brought cake, but Twilight had informed them all that produce would give them more energy in the long run. So they ate the healthy option. The cake was still consumed shortly afterwords. Now Dash sat on a couch resting as she pondered the situation in front of her. When they had first arrived, the Red and Blue ponies had kept to their groups and viewed her friends untrustfully. Now they mingled. Wash and Simmons were learning magic tips and spells from Twilight. Rarity and Doc were discussing history, politics, and a varity of things Dash didn't care to follow. Applejack was explaining the pros and cons of an applebucking work-out to Sarge. Tucker was hitting on a much embarrassed Fluttershy, while Spike kept telling him to bug off. And Pinkie Pie and Caboose were chatting a mile a minute. Dash didn't have prayer at keeping up with them. That left Grif, who was snoring on the couch next to her. Dash rolled her eyes. She trotted over to him and lightly knocked him on his head. He swatted his hoof over his face and turned away. Dash scowled at the slumbering pony and "nudged" Grif in his shoulder blades. He grunted and sat upright. "What the he-" Dash stuffed a hoof in his mouth.

"Shut up, unless you want'cha boss to come over." She rolled his eyes. Dash stared at him. The orange pegasus finally nodded his head and Dash removed her hoof.

"Bleh, your hooves taste like ass." He muttered.

"Zip it, lead wings." Dash whispered. "Now look, I usually don't do these sorts of things, but since your boss has placed me in charge of your training, it's gotta be said:" Dash paused for a moment. "You suck."

"Thanks asshole, never heard that before." Grif said sarcastically.

"But you suck on purpous!" Dash replied quickly. "I know you can fly, but ya don't put any effort into it! If you applied yourself, you could be a great flier. Not as great as me, of course, but still. Everything you do is half-hearted. Why?" She asked. In reality, Dash was less concerned about Grif's flying abilities and more about his mindset. Dash always tried her hardest in everything, while Grif didn't put forth any effort at all. It bugged her to no end. Grif seemed to ponder her question and Dash leaned in closer to hear his reply.

"Fuck that shit, If it were up to me, I'd sleep the rest of the time we're here." The orange pegasus said dismissively. Rainbow Dash gaped for a moment.

"You're the most lazy, pathetic, uncaring, unCOOL pony I've ever met, bar NONE!" Dash yelled in frustration. She hopped off the couch and stormed off.

"Come back anytime you feel the need to share your unwanted opinions!" Grif called back. Dash grumbled to herself as she walked over the snack table and aggressively tore into a juicy-looking apple. She looked over and saw Simmons pull up to her.

"Don't mind Grif. He's just trying to get under you skin." The unicorn reassured her. Dash let out an aggrivated sigh.

"I know, but I can't understand how somepony can just not care! And I have to train him." She gripped. Simmons shrugged and began munching on a carrot.

"Just don't let him get to you and teach him whatever he'll let you. Don't worry about the rest." Simmons advised between bites. Dash suddenly thought of something.

"You know, I've been meaning to ask. Why do you ponies stick together? Ya'll seem to hate each others guts." The pegasus pony asked. Simmons paused for a moment.

"I guess it's because nobody else would put up with us. Grif's a slacker, Sarge is bullheaded, and I'm...a bit of a know-it-all. We're like a dysfunctional family almost. I can't speak for the blues, but I'm sure it's the same thing. Why else would they put up with Caboose? Hell, Wash tried to kill us all a while back and we still helped him. 'Rejects gotta stick together' sums us up best." He answered. Dash scrunched up her face in thought. It made sense, but also struck her as kind of depressing. The whole concept suddenly made her appreciate her friends more.

"Sounds like a crummy version of friendship, if you ask me." Dash expressed her thoughts. Simmons shrugged.

"Life's never perfect. Besides, somehow I know that despite how much we dislike each other, we'll have each other's backs. And in the end, isn't that what friends do?" Simmons responded. Dash thought for a moment. She couldn't fault Simmons' logic, but the type of friendship he talked about just seemed like a sad parody of her own.

"I guess." Dash responded.

Any further discussion was cut short by a trumpet blast from outside. Everypony looked at the door and Twilight hopped up and down in excitement. "She's here! Princess Celestia's here!"

"That's very nice dear. Do you think you should open the door for her?" Rarity said with a bit of amusement. Twilight's eyes widened as she suddenly realized Celestia was locked out of the library. The purple unicorn rushed over to unlock the door. She swung it open and instantly bowed as Princess Celestia and a quartet of guards entered the room. All the occupants kneeled as well. Except for Grif, who was looking bored and a bit confused.

"Bow, you idiot!" Simmons said, half-wispering. Grif gave him a confused look.

"What for?" He asked. Simmons gestured to the Princess, who was giving him an odd look. Twilight suddenly wished she could disappear. Grif looked back to Simmons. "I dunno. That sounds like work. Can't I just-ack!"*Thunk!* He was cut short as Sarge wrapped a hoof around his neck and dragged him to the floor. The speed of which caused Grif's head to collide with the ground. "Ow! The fuck was that for?" Grif yelled. All the ponies winced and Twilight wished she was _anywhere_ else.

"Simmons, come up with a degrading punishment for Grif for disrespecting royalty. Preferably something recordable for future viewing!" Sarge barked out.

"Yes sir!" The maroon unicorn replied. Twilight groaned inwardly and silently beat her head against the door. One of Celestia's guards was about to say something to admonish the red team when the Princess held up a wing to silence him.

"At ease. Kindly take yourself and the rest of my escort outside so I may talk to my student in private." Celestia asked him softly. The guard looked reluctant but did as he was told. When the door closed behind him, Celestia smiled. "You certainly have made yourself some interesting new friends, my student." She whispered to Twilight. Twilight grinned weakly. At that point, Sarge released Grif from his pin-hold. The orange pegasus came up cursing.

"My fucking face!" He yelped. The force of the blow had cut his lip and bruised his nose.

"Quiet whinning. Pain builds character an' lets ya know you're alive! An' you being in pain is a plus for me! Heh heh.." Sarge informed Grif.

"Will you idiots shut up for Christ's sake? Fuck..." Wash yelled the first part at them and muttered the last bit. He trotted over to Celestia and bowed. "M'lady, allow me to introduce the Red and Blue Freelance simulation teams." He said, gesturing to the RvB ponies. "If you have any questions about us or the new threat your country faces, I'll be happy to answer them." Wash continued. Celestia smiled and nodded. Twilight sighed in relief. At least one of them knew how to act around royalty.

"Kiss-ass..." Grif muttered. Twilight felt the strange urge to throttle the pony.

"Thank you...Mr Washinton is it?" Celestia asked. Wash nodded. "Well then Mr Washington, my faithful student unfortunately had to skim the details a bit. I would be happy to be filled in by you." Twilight knew the Princess didn't mean any harm by her comment, but felt a little embarrassed all the same. Celestia was about to say something else when she noticed Caboose staring at her, mouth agape. "Er...is he alright?" She asked no pony in particular.

"Preeettyyyy pony..." Caboose muttered.

"Oh don't mind him Princess, he's just a bit retarded." Tucker replied flippantly. Celestia raised her eyebrows.

"Interesting friends indeed, Twilight Sparkle." The Princess repeated to Twilight. She turned back to the other ponies. "Now I believe we have a matter to discuss about a crazed unicorn running loose. Anypony care to fill me in?"

Deep in the Everfree forest, the hut of a certain 'witch doctor' bustled with activity. Zecora trotted to and fro, pulling various plantlife and organic knick-knacks off the many shelves in her home and adding them to a bubbling cauldron in the middle of her living room. Occasionally, she would double-check her spell book to see if she was doing things right. The currect potion she was working on was rather potent. It heavily encouraged bone growth. It was meant to be used by ponies who had broken or sprained bones when there wasn't a trained healer around. Lately, Zecora had started working on a series of potions that fixed burns, cuts, bruises, broken bones, and other such various injuries. Sure they had kits for that sort of thing out there already, but from Zecora's view point, they were woefully inadequet. Most kits only came with some bandages, painkillers, a splint, and maybe some stitching material. Her plan was to make a type of med-kit that could do everything a healer could do without the healer. As she dropped another hooffull of ingredients into the cauldron, a loud thump came from her door. Zecora's ears perked up. She was not expecting any guests, and the knocking sounded too forceful to be any of her friends stopping by for a visit. Suspicious, Zecora picked up a cutting knife with her mouth and answered the door.

"Who be knockin' at my-" She stopped as she saw the large, white unicorn standing before her. It's horn glowed and there was a flash of light. Zecora suddenly found herself being thrown back against the wall of her hut. She fell to the floor with a painful grunt, the knife slipping out of her mouth. She struggled to get up when an invisible force slammed her back down and pinned her to the ground. The unicorn stalked forward and Zecora could do nothing but squirm and glare at her assailant. "You want something, right? I shall not give it without a fight!" She snarled. The unicorn merely barked out an unpony laugh. Outside the hut, screams quickly the air.


	4. Chapter 4: A royal pain in the flank

Hey everybrony, just a quick note here. First, thanks for the encouragements and reviews. Knowing people are reading and enjoying the story really encourages me to finish. This chapter feels like it took forever to make though. On top of writer's block hitting me like a red-headed step-child, I'm also moving. I probably won't be settled in until late July or early August, so it might be a bit longer for Chapter 5 to be finished. I know it sucks that it takes me a month a chapter and I'm thankful that you're all being very patient with me. Second, I know that a lot of you are asking for more interaction then fight scenes. Sorry bout that. I'll do my best to bring you what you want. Hopefully I can keep to my schedule and post the next chapter by mid-july. On the plus side, I really can't see this story going beyond a 6th chapter. In fact, I might just make a really long 5th chapter and finish it there. Depends on how fast I get it done. Anyway, Here's what you've been waiting for:

[Chapter 4]

Celestia had spent the better part of an hour asking the RvB ponies about who they were, where they came from, and most importantly, who was the Meta? Replies varied and much name calling was had. Wash ended up answering most of the questions. Celestia, having spent centuries listening to politicians and bureaucrats squabble amongst each other, was used to arguments and muddled explanations. Although the constant swearing and name-calling did liven up the mood a bit. Inwardly, she couldn't help but smile at her student. Every time the RvB ponies cussed or started fighting, Twilight winced or cringed. Sometimes both. For her sake, Celestia had refrained from laughing at the antics before her. It was tough work. After this crisis was over, she might even hire them on as performers for her court. One thing that didn't have her laughing though. was this Meta pony. A former "Freelancer" driven mad by "AI constructs", now hell-bent on spreading destruction and chaos through-out her fair land. This obviously wouldn't do.

"Do you have any plans on how to stop this creature?" Celestia asked.

"Kill it with fire." Sarge grunted.

"Run like hell." Grif said at the same time.

"That's not stopping the Meta, numb-nuts!" Sarge snarled.

"The plan is for him to get a heart attack while chasing me." Grif explained, using logic only a sluggard like him could have.

"Twenty bits say you keel over first, fat-ass." Simmons replied with a snicker. Wash sighed and rolled his eyes.

"Ignore the idiots. And that depends." Wash said, referring to the Princess' question. "Do you want him alive or dead?" Celestia pondered the thought for a moment.

"Is this Meta truly beyond any sort of redemption?" She asked. All the RvB ponies nodded. Celestia frowned and looked away. She wasn't squeamish about killing; She knew it was a necessary evil. Still, it was always an unpleasant business.

"I want to protect my subjects from this troublemaker. Permanently." She replied, putting emphasis on the last word. The rest of the ponies caught her drift.

"The Meta won't be easy to take down. Before, we could only beat by setting up traps for him. Now, it seems like he's suffering some type of exhaustion after fighting too much. Direct confrontation seems to be the easiest way to get this to happen, but it's very dangerous. The only reason why the Meta hasn't been able to kill us is because somepony has always stayed conscious long enough to keep it from finishing us off. I'd rather not push our luck and it won't be long before the Meta starts going for killing blows first. The best strategy would be a surprise attack with a move powerful enough to destroy him." Wash explained. Celestia nodded, before rearing up to her full height.

"My faithful subjects and visitors, I thank-you for your bravery in the face of this danger we face. Now, however, I must ask you to stand down and allow my guards to take over." Celestia informed them. Some of the ponies were about to protest, but Celestia held up a wing. "The bearers of the elements of harmony must come to no harm. You must all be protected." The Princess turned to the RvB ponies. "Equestria is a stranger to conflict. Besides myself, my sister, and a few of our guards, most ponies know little of actual fighting. For all their bravery and courage, the bearers are not trained in the art of war. Therefore, I'm tasking you ponies to watch over them. Guard them with your lives. These ponies must not fall into this Meta's hooves." Celestia's voice was gentle, but there was no mistaking the order she gave. The RvB ponies bobbed their heads up and down. Much to the chagrin of the Mane 6. It seemed to them that the RvB ponies would most likely kill each other long before the Meta got to them.

"Can I smell your hair?" Caboose asked the sun goddess; right out of the blue. The question took everyone, Celestia included, by surprise. "I'll bet it smells like sunshine and candy." He added, more to himself then the others.

"Oh look at the time! I'm sure the Princess would love to stick around, but she probably has some very important things to do back in Canterlot!" Twilight blurted out and shot a pleading grin to her mentor. Celestia raised an eyebrow and suppressed another smirk.

"Yes, I suppose I do, my star pupil. I shall leave my guards here to protect you. And I expect more reports as the situation develops." The Princess informed her student. Twilight nodded vigorously. Just as Celestia was about to leave, one of her guards burst through the door.

"Your Majesty! Smoke has been spotted rising from the Everfree forest. It looks like somepony's started a fire." He informed the sun goddess. Celestia maintained an air of calm while the other ponies shared looks of worry. They left the library and looked in the direction that the pegasus guard was pointing. Twilight let out a gasp of horror.

"That's where Zecora lives!" She exclaimed.

"Zecora? You mean that zebra immigrant you befriended some time back?" Celestia asked. Twilight nodded. "I shall send my guards to retrieve her at once." The Princess stated firmly.

"We don't have the time! The Meta could've gotten to Zecora! She might need help! I can teleport there, pick her up, and come back." Twilight replied. Celestia gave the lavender mare a 'No' look. "She's my friend! I can't just leave her!" Twilight pleaded. Celestia thought for a moment.

"You are indeed a wonderful friend. We shall find your friend together."

"You Highness!-" One of the guards exclaimed. Celestia silenced him before he could protest further.

"If I cannot defeat some overly-energized unicorn, I do not deserve to rule." Celestia explained. "Twilight Sparkle, activate your teleport. I shall follow closely." Twilight nodded and scrunched her face in concentration. She disappeared in a flash. Celestia followed a second later.

"I've got to learn how to do that..." Wash muttered. Simmons nodded.

BREAK

Twilight warped into existence in front of Zecora's hut. And nearly fainted. The entire forest was on fire. The heat pushed on her like a weight and the smoke suffocated her. She heard the sound of another teleport, and instantly the air cooled and the smoke dispersed.

"It seems I've made a wise choice in accompanying you, my student." Celestia said, her horn glowing. Twilight gaped, suddenly realizing that _Princess Celestia _was helping _Her._ "Where do you think your friend is, Twilight?" Celestia asked. Twilight shook her head, clearing her thoughts, and motioned to the half-burned hut in front of them. Celestia strode forward, using her magic to chase the flames away. Twilight entered the smoldering hut and looked around.

"Zecora? Zecora are you here?" She called out. There was a crashing noise and Twilight spun. Against a wall of the hut untouched by flames, huddled a bloody lump. "Oh no..." Twilight galloped over to the zebra and nearly threw up. Wicked burn marks and gashes ran up and down Zecora's flank. Lumps bulged out from beneath her hide. Her hindlegs pointed in odd directions. One of her eyes was swollen shut. Celestia appeared over Twilights shoulder. Looking at her face, Twilight could not recall a time Celestia had shown real anger. Now her face was twisted in righteous fury.

"We must leave." The sun goddess said. Twilight was about to say something when Celestia teleported both Zecora and her back to the library. With that taken care of, Celestia strode outside. Her horn glowed, and all the surrounding flames roared towards her. They formed up into a raging ball, which Celestia promptly extinguished. The princess surveyed the smoldering jungle.

"Rest assured, you have made a great mistake. I will not tolerate filth like you in my kingdom. You'd be wise to leave this place before I find you." Her voiced carried through-out the Everfree forest. Then, she activated her teleport and disappeared.

In another completely different area of the forest, a head raised itself and looked around. Celestia's message came through clear as a bell, and the Meta heard every word. Not that it was impressed, of course. The Meta knew. Knew Celestia was another organic being. A powerful one, to be sure, but she could bleed and die like all the rest. One just had to be powerful enough to beat her. And the Meta was certain it was on its way to more power...

BREAK

Celestia's horn glowed; The simple cleaning spell removing all the dirt, soot, and blood from Zecora's coat and gave them a better look at her injuries. They were back inside the library. Actually, it was just Celestia, Twilight, and Doc who were in the library. Everypony else waited outside. Doc's glow joined Celestia's own as he scanned Zecora's body. The medic-turned-pony grimaced. "She's hurt bad. Hindlegs broken in several places, nearly all her ribs broken, internal bleeding, bruised or ruptured organs, a ton of burns and cuts...I...I don't have the power to fix it." Doc sounded worried. A wing placed itself on his shoulder and he looked over to see Celestia give him a radiant, reassuring smile.

"I have the power of the sun at my call. You won't have to worry about such things with myself at your side." The goddess informed her. Her horn glowed, and Doc's eyes widened as he felt her magical powers surge through him. Any tiredness or aches he felt simply disintegrated. It felt like standing in a warm shower after spending a week of being coated in cold mud and slime. For a moment, Doc felt like he could even take on the Meta. Then he realized he had more important tasks. His own horn began to brighten. Zecora's body suddenly sagged as Doc saturated her body in a numbing spell, leaving her battered mind free from pain. Next Doc began fixing Zecora's most serious injuries. Damaged organs healed themselves and shifted back into their proper spots. Bones sealed back together and re-alined back into their original positions. Burst arteries and veins closed back together. With life threatening concerns fixed, Doc moved on to more superficial wounds. Green and gold energy played over the myriad of burns, bruises, and gashes littering Zecora's body. They wrapped around the cuts like stitches, pulling the skin back together seamlessly. Light swirled over the burns and dissipated to reveal healthy, if hairless, skin. The bruises were simple to take care of. The lumps on Zecora's body shimmered as access blood was eliminated and cells regrown. Soon, Zecora looked good as ever. Doc felt the loving tendrils of Celestia's magic recede from him and suddenly found himself longing for their return.

"Wow...that was just...wow..." He muttered, more to himself than anypony else. "I've never felt like that in my entire life. Ever." He said to the sun goddess. Celestia's smile literally felt like a ray of sunshine. In front of them, Zecora stirred. Twilight moved alongside them, concern written on her face.

"Zecora, wake up! It's me, Twilight Sparkle." The librarian urged her friend. The zebra winced and muttered something. She cracked an eye open and looked at Twilight.

"I've done something terrible...tried to hold out, but...pain was unbearable..." Zecora muttered.

"What are you talking about? What happened?" Twilight asked.

"A strange pony came wanting power...so even over Celestia he could tower..." Zecora panted out. She was still very much fatigued from the Meta's 'treatment' of her.

"Yes, the Meta! What did you tell him?" Twilight asked, trying to be gentle in her questioning.

"I told him...of Nightmare Moon...and her castle which...holds great doom..." The Zebra mumbled out before she closed her eyes and passed out.

"Zecora? Zecora are you alright?" Twilight gently nudged the unconscious form.

"Leave her be. She's still lost a lot of blood and her body needs rest. Some sleep, fluids, and light food will help her make a full recovery." Doc advised. Twilight frowned but nodded. Then she realized what Zecora was talking about and turned to Princess Celestia in alarm.

"Your Magesty, what did Zecora mean about Luna's old castle? There's not some type of ancient weapon or something, is there?" The bookpony asked, a hint of worry in her voice. Celestia frowned and looked away.

"My student, while it is true that you and the other elements were able to purge Luna of Nightmare Moon, you did not completely destroy the entity that held my sister in it's grasp." The sun goddess admitted. Twilight and Doc shared a look of confusion. "After I brought my sister back home I returned to the castle." Celestia began to pace as she talked. "Upon checking, I realized that the being that turned my sister was still there, though severely weakened. Though I attempted to destroy it, the being survived. Unable to finish it properly, I set up wards and spells and creatures to guard the castle. The being grows weaker and weaker without a host, and my intent was to starve it out of existence. So far, nopony has returned to the castle. However, I fear that if this Meta finds it, a great deal of trouble could befall Equestria."

"But that creature-thingy has been alone for a while! Couldn't it be gone by now?" Twilight asked, trying to hope for the best. Celestia shook her head.

"It was feeding off my sister and storing her energy for centuries. It will be some time before the entity has burned itself out." Celestia regretfully responded. It wrenched her heart to see her prized pupil's expression sink into a depressed stare. "But as I said before, it is weak. The Meta will not receive all the power and abilities the entity leeched from my sister." A hopeful look appeared on Twilight's muzzle. "Of course, if the Meta does find it, I do not want you or the other elements approaching it. Though not up to my abilities, the Meta will be more then a match for any of you. As it is, I'll be sending my guards out to intercept the Meta before it can reach it's goal. Do not worry, my student. I will **not** allow any more harm to befall my nation or it's inhabitants." The tone of Celestia's voice left no room for uncertainty as to the planned fate of the Meta.

BREAK

With Zecora resting peacefully in the Library's spare bedroom, Princess Celestia had asked all the other ponies back in. Her first act was to send her guards to Luna's old castle to intercept the Meta before it reached its goal. The guards, as much as they wanted a shot at the Meta, felt uncomfortable leaving their princess in the hands of some "country hicks." One stare from Celestia later, and the four pegasi guard ponies took off to find and stop the Meta. Celestia then informed the mane 6 and the RvB ponies that she would be leaving Ponyville itself, but stay in the general area. Twilight protested, asking if the Princess had somewhere to go. Celestia quietly reminded the bookpony that a large crowd had been gathering around the library, and if the sun goddess stayed anywhere in town, no pony, including herself, would get any rest. The purple unicorn agreed that her mentor was right, but then asked where Her Highness would be staying. Celestia just gave Twilight a wink and informed her it was a secret. The lavender mare sighed but nodded in understanding. Celestia then turned to address the RvB ponies. She made it clear that the mane 6 were under their protection, and they should let no harm befall the mares. Grif started to complain, but quickly shut up after Celestia fixed him with a cold stare. Sarge requested that the Princess teach him that sometime. The Princess merely chuckled at that, and then moved outside to address the crowd. She told them that the pony behind the attack would be brought to justice, and that they had nothing to fear. Obviously she dressed the speech up a little, but that was the general message. At the end of it, all the ponies in the crowd left with the sense that everything would be alright. After Celestia left and the crowd dispersed, the Mane 6 and RvB ponies turned to their own schemes.

"Simmons! Caboose! Twix-lit, er, Twell-lip, uh-" Sarge fumbled the name. The red stallion apparently had some mental block that prevented him from learning the bookpony's name.

"IT'S TWILIGHT!"

"-whatever, come with me. Ah got some plans ta put into action" Sarge said confidently. The three ponies he had called looked at him strangely.

"Care to share?" Twilight inquired. Sarge shook his head.

"Nope, can't risk the Meta capturing any of ya and gaining important intel!" He explained. Grif scoffed nearby.

"I bet his plan involves something painful happening to me." The orange pegasus sighed. Sarge whipped his head to Simmons.

"SIMMONS! You've been blabbin' secret info again!" He said accusingly.

"I don't even know what your plan is Sir!" Simmons exclaimed in a panic. Sarge glared at Grif.

"Grif, you been sneakin' a peak at my plans lately?" Grif rolled his eyes.

"No. I'm psychic." He replied sarcastically.

"Oh yeah? What am I thinkin' about?" Sarge questioned.

"Probably strangling me." Grif replied idly. Sarge leaped back like he'd been shocked.

"Holy magical mayhem! He_ can _read minds! Into the library! And Simmons, get me some tin-foil!" The red pony yelled, and quickly dragged the selected ponies back into the library. Before being herded in, Twilight nabbed Spike as well. Much to his annoyance. Then the door shut. The other ponies simply stared. Grif sighed.

"As convoluted as his logic is, I have to agree with Sarge. We need to construct a plan of attack should the guards fail to stop the Meta." Wash said, adding a hoof-stamp to emphasis his point. The other ponies nodded.

"Indeed. The thought of a ruffian gallivanting around with the powers of the princess is simply too unbearable to mention! A plan of attack must be organized and coordinated!" Rarity echoed Wash's statement. Grif snickered at her.

"Yeah, I'll bet you could take him on all by yourself. Looking at all those shiny rocks you glue to your clothes will probably send him into a seizure." The orange pegasus replied snidely. Rarity began to fume. Tucker moved along side him and shook his head.

"Dude, never piss off a classy chick." The aqua pony advised Grif. The other pegasus snorted.

"What's she gonna do to me? Dress me up in out-of-style clothes so I die from embarrassment? Oh, maybe she'll force me to model for her. Oooh, scary!" Grif continued to insult the fashion diva. "I'll bet-OW!" He was about to continue when something sharp jabbed his flank. "Owch!" Another jab. "Cut that shit out!" Poke. "Motherfucker! Screw this! I'm going to take a nap somewhere!" He snarled. As if on cue, Sarge burst open the library door. He was wearing a ridiculous tin-foil cap.

"Grif! Back to training!" He shouted, before ducking back inside. Grif stared open mouth.

"How does he do that?" He whined. Rainbow Dash pulled up along side the other two pegasi.

"Well boys, looks like your flanks are mine again." She said in cruel amusement.

"My flank will always be yours, baby. Bow-chika-wow-wow!" Tucker replied. Dash rolled her eyes and sighed.

"Dude, that was a terrible line. Even for you." Grif groused. The off-green pegasus shrugged and leered at Dash. She, in turn, was about to kill somepony. Fighting past the impulse, Dash stretched her wings out. She wanted to get their training session over as quickly as possible.

"How about this, you slackers. Beat me to the training grounds and you get to skip this session." Ponyville's fastest flier threw down the challenge. The other two pegasi shared a look and followed suit. "Three...two...one...GO!" Rainbow Dash shouted, and took off. Naturally, she didn't go top speed. She wanted them to think they had a chance of beating her.

Wash and Rarity watched the trio go. When they were out of sight, Rarity levitated a sewing needle up to her face. "That will teach him to insult a lady." The fashion diva said with a sinister smile. Wash grinned at her.

"Nice trick." The stallion informed her. Rarity's grin went up a notch.

"Yes. One might say it was quite unlady-like, but I believe in educating the ignorant over keeping up appearances." She answered.

"I like the way you think." Wash stated. He turned to the remainder of the ponies. "Alright, while Sargent Oblivious is inventing some half-baked scheme, it's up to us to create a feasible strategy against the Meta."

"Ex-Excuse me...if you have time, I mean..." Wash looked over at Fluttershy.

"Yes?" He replied in a business-like tone.

"I was wondering if, maybe I could, perhaps, go back to my cottage...The animals need tending." She requested gently. Wash gave it a moment of thought before Applejack interrupted it.

"Sugar, ain't your cottage ah mite close ta' Everfree forest?" The orange earth pony asked.

"Applejack is quite right dearest, you simply can't go back with that horrid ruffian on the loose!" Rarity added. Fluttershy seemed to shrink.

"Sorry Ms. Fluttershy, until the Meta's dealt with, we can't let you go by yourself." Wash informed her. The new input had practically made his decision for him.

"But...all the animals...They'll grow hungry!" Fluttershy protested, the thought of coming home to a house full of animal skeletons caused her to panic slightly. Applejack placed a reassuring hoof on Fluttershy's shoulder.

"Ah'm sure they'll be right as rain, Fluttershy. Ya'll only be gone fo' few days. 'Sides, that 'lil bunny partner o' yours seems tah have a good head on his shoulders!" Fluttershy frowned but nodded.

"Well...I did show him all the food for the animals and the right portions to give them..." She muttered.

"Like ah said, everything's gonna be fine when ya'll get home. You'll see." Applejack informed her.

BREAK

Angel flung open another cabinet and dumped out all its contents. The woodland creatures below quickly tore into the packages. Their pony mistress had been gone for over a day now, meaning something must have happened to her. The animals mourned the loss of their beloved caretaker and then quickly went to work raiding her storage rooms. Angel led the way, a bundle of carrots he "liberated" from Fluttershy's fridge tucked under his arm. Once he had realized that Fluttershy wasn't coming back, Angel swore an oath of destruction on whomever had taken his beloved provider away from him. First, though, he would have to stock up on rations...

BREAK

"I hope you're right..." Fluttershy murmured.

"Right as rain, sugarcube." Applejack repeated a bit more forcefully. Fluttershy nodded and suddenly yawned. It occurred to her that she hadn't had sleep in some time.

"Oh you poor dear. All this excitement must be making you exhausted! Go to Carousel Boutique. You can help yourself to my bed. You need to get some rest." Rarity exclaimed, walking over to her friend.

"Oh no, I wouldn't want to impose." Fluttershy said with a flustered smile. Rarity shook her head.

"Now Fluttershy, what friend would I be if I allowed my compatriot to collapse from weariness!" The fashion unicorn replied. Fluttershy looked uncertain. "I insist dear. It's no trouble at all." Rarity continued.

"I suppose we all might as well go to where ever Ms Rarity's house is. Best to stay in groups." Wash stated. "If it's not imposing on you, is it?" He asked the fashion diva. The other ponies looked at him, then at Rarity.

"It's fine by me. We'll convene in the drawing room, except for Fluttershy here, who deserves a much needed rest." Rarity stated.

"But I'm not tired. Honest." Fluttershy said, almost pleading.

"Hush dear, you say one thing, but those bags under your eyes say another." Rarity chided. Fluttershy gave a little sigh and admitted defeat.

Soon they were at Rarity's shop. Wash, Doc, Pinkie Pie, Rarity, and Applejack all made their way to Rarity's "Drawing( think Living)" room, while Fluttershy was ushered upstairs into Rarity's bed. Rarity had even gone so far as to tuck the pegasus into bed and give her a kiss on the forehead. Fluttershy sighed but snuggled in Rarity's bed. It was incredibly comfy compared to hers. Despite her best efforts not too, Fluttershy quickly succumb to her weariness. The pegasus soon found herself in an dream forest. Looking around, Fluttershy saw another pony shrouded in mist nearby.

"Hello?" She asked meekly.

"Just me Fluttershy." The voice responded. The mist parted to reveal Tex.

"Oh, hello again Ms. Tex." Fluttershy said politely.

"Just Tex will do." The dark mare replied. Fluttershy nodded. Tex observed her surroundings and shrugged. "So I guess we chat then?" She guessed. Fluttershy also shrugged.

"I suppose...I mean, if that's what you want to do." The yellow pony confirmed softly. Tex sighed.

"You should try being a bit more assertive." The Freelancer pointed out Fluttershy seemed to deflate.

"I know...it's just...very hard. And when I do it's always at the wrong time..." Fluttershy mumbled, remembering her Gala fiasco. She looked at Tex. "I wish I had your strength! Then I'd..." Fluttershy paused and tried to think of what she would do if she had an alpha personality. It was a bit difficult. "Well I wouldn't be scared of anything, that's for sure! The way you handled the Meta! And...I just let Dash get hurt and cowered." Fluttershy got excited for a moment. Then she became even more depressed after her last sentence. Tex's face softened.

"Whoa, ease up there kid. The Meta surprised you is all. And from what I've seen, it's not that you're a coward, you're just not used to sudden fighting." The dark pony said encouragingly. Fluttershy seemed unsure. "Look Fluttershy, you have a gift. Anypony can hurt and destroy, but your whole purpose in life is to build and heal. Not many can attest to that. 'Sides, sure beats what I'm known for..." Tex muttered. Fluttershy didn't want to ask, but curiosity is a strong thing.

"Um, what's that? If you don't mind me asking?"

"Well, depending on who you ask, I'm a mean bitch or a violent failure." Fluttershy winced.

"Don't you think you're being a bit hard on yourself?" The pegasus asked gently. Tex shrugged.

"It's the truth. I prefer the former myself. But-" The dark pony held up a hoof. "-I think this new series of events will give me another chance to prove myself." She said with a bit of eagerness. "Anyway, my point is, not everyone is a fighter. You're not, and that's nothing to be ashamed of. Besides, every good team needs an even better medic. Trust me, a medic can mean the difference between someone staying on the battlefield or actually coming home."

"I...guess so..." Fluttershy hesitantly agreed.

"No, you _know _so." Tex corrected. Fluttershy nodded with an awkward grin. For some reason, having the rough Tex assure Fluttershy that the pegasus was incredibly useful even if she wasn't a fighter made her feel better. Obviously Fluttershy knew where her strengths lay. But it never hurt for somepony else to confirm them.

BREAK

The manticore yowled in pain and anger. The impudent white pony had hurt it again. The unicorn came close enough for the Manticore to strike with it's tail, only for the beast to realize that its stinger had been badly damaged. Black ichor trailed out of smashed carapace pieces as the tail twitched uselessly. The manticore struggled to understand how it was loosing to a mere pony. It had originally come here when it was younger, and had planned to move on, when something called it to stay. The manticore hadn't a clue as to why the place was so alluring. The game was hard to find and other monsters lurked nearby. Still, the strong urge to protect this patch of land stayed, as did the manticore itself. Now this pony had blind-sided it with a ranged attack, crippling it's wings and damaging it's tail. Suddenly the white unicorn maneuvered just out of the manticore's reach, daring it to attack. The manticore was enraged. It was beginning to feel it wouldn't win this fight, but it would not let some lesser creature prance around and mock it. The manticore roared and lunged forward...

The Meta stepped around the bloody mess of fur and fangs. The lion-like creature probably would've been more of a sport if the Meta hadn't crippled it with a surprise attack of energy bolts. However, the Meta didn't have time to play around. It was getting ever closer to its objective. Now it was beginning to hear a siren call emanating from the ruined castle in the distance. Promises of power and strength that would top even that winged unicorn were whispered in it's skull. And there was nothing that would stop the Meta from reaching it's goal.

BREAK

Wash groaned and rubbed his eyes. The planning wasn't going as well as he hoped, and he hadn't even entered it with high expectations to begin with. Firstly, without knowing what that lunatic Sarge was up to, it was impossible to form a proper plan. Then one had to consider the fact that his current strategy partners were a farmer, a baker, a dress maker, and a medic. Doc had been completely useless planning wise. The purple unicorn had resigned himself to making dinner for the group and keeping Sweetie Belle out of trouble after she got home from school. Doc accomplished the latter task by giving her a sanitized version of their fight with the Meta and playing games with her. Looking back on it now, Wash reflected, Doc had been useful. Just not for what Wash needed. As for the other ponies, well...Wash sighed. Thankfully they had convinced Pinkie Pie to help Doc. With her constant randomness out of the way, Wash could ping ideas off the other two mares in peace.

Despite being a fashion diva and apple farmer, Rarity and Applejack provided some interesting feedback and tips. Applejack was helpful providing geographical data. With her advice and a few maps, Wash learned of some good spots to ambush the Meta at. Rarity was more of a troubleshooter. The dress maker spent her time trying to poke holes in whatever plans Wash came up with. Sure it was annoying, but it was necessary. In the end, Wash had cobbled together a shaky plan that may or may not improve once Sarge revealed what his own machinations. A shaky plan. That probably wouldn't survive contact whatever moronic scheme Sarge had come up with. And Wash would probably have to end up working with or around said lunatic scheme simply because the mad red team leader would refuse to discard his "genius plan." Wash cursed and beat his hoof on Rarity's immaculate kitchen counter.

"Ya'll right in ther', sugarcube?" Wash almost jumped at the voice. He turned to see Applejack standing in the doorway.

"Ah. Ms. AppleJack. Just contemplating our current position in this quaint little adventure. Did I wake you? I thought everypony had gone to bed." He asked.

"Was 'bout ta. Then 'ah heard all the ruckus ya'll was makin' n figgered ah'd check it out." The orange pony replied. Wash shrugged.

"Oh, like I said before, just thinking. Nothing to worry about." The unicorn said, before looking out a nearby window. He looked back and saw AJ still standing there. "Can I help you with something?" Annoyance bled from the question. Applejack gave him a hard stare for a moment before replying.

"Ah'm just wondrin' if ya'll havin' thoughts 'bout switching teams." She asked evenly. Wash's mind took a moment to process the accusation before he scowled.

"Here I was thinking we were making such great progress today." Wash muttered sarcastically. "I believe we went over this already. I helped the Meta because, at that point in time, I had no other way out."

"So the only way out was killin' two fellahs who never did ya wrong?" Applejack pressed. Wash snarled in frustration.

"They were dead the moment the Meta entered that valley. If I hadn't shot them, the Meta would've." He retorted.

"Ya still killed 'em!" Applejack said stubbornly.

"Look! Here everything is all simple and lovely and sunshine and lollipops and shit, but where I come from the world works a bit differently! Yes I killed them! If I had to, I'd do it again! I'm here to look after me! if you're worried that I'm going to betray you and your cute little group, stop! The Meta wants me dead along with everyone else, so it's in my best interest to help your sorry asses and stop him before he murders all of us!" Wash's voice was dangerously low, and he slowly advanced on Applejack until their noses were touching.

"Why ya think ah'm worried? Ya just admitted ta helpin' us only cuz ya have ta! Really don't change mah opinion that ya might innertain' the notion o' stabbin' us in the back!" Applejack hissed back. She wasn't about to allow Wash to intimidate her. Wash glared at her for a moment.

"All you need to know is that I'm going to see the Meta hang on a meathook before this is all over. And unless _you_ plan on stabbing me in the back, we won't have a problem." Wash said like he was explaining addition to a five year old. "Look, I'm not asking for your trust. I'm asking for your cooperation. I could give two shits less if everypony in this town got raped and murdered, as long as I'm not one of the targets."

"Yer' a sick pony." She muttered. This brought a hint of a smile to Wash's face.

"No, I'm a freelancer."

BREAK

*Ka-BOOM!* The wooden doors were torn from their hinges and slammed into the cobblestone floor with a mighty *Crash!* The Meta walked through the debris into the throne room. The abandoned palace had been a pain to slog through. Thick, locked doors, furniture coming to life attacking it, trap doors attempting to send it to it's doom. The whole castle was a death trap and a lesser pony surely would've fallen prey, but the Meta had no time for dying today. It surveyed the empty room and spotted it. A set of blue armor. Though gathering dust, it still glinted in the moonlight that spilt through the windows. Meta could care less about the armor. It was the essence that surrounded it that called to him. Promises of unmatchable powers and abilities called to him like a flame to a moth. It took a step forward...

A heavy net suddenly fell on the Meta, trapping it momentarily. "STOP RIGHT THERE, CRIMINAL SCUM!" Four blows smashed against the Meta's head, one right after another. Dazed, but by no means defeated, the Meta slumped to the floor. As it played dead, it could hear them chatting.

"That was laughably easy."

"Yeah, I expected it to be harder."

"Quite jawjackin' and get the anti-magic collar on it's horn!" The Meta sensed two pegasus ponies flutter close to its head.

"Hey, the horn's glowing!"

"Hurry up an-ARGH!" An explosion ripped through the chamber as the pegasus highest in the air was suddenly assaulted by multiple orbs. He plummeted to the ground and another guard pegasus rushed to grab him. With the other two were distracted, the Meta attempted to rip the net apart. It was quite annoyed to find the net was resistant to magic. The Meta put that plan aside for now and focused on dealing with the other three guards. The two next two it were turning back around when a rumbling noise caught their attention. A large chunk of marble pillar flew towards them. One pegasus dodged it. The other wasn't. There was a sickening crack as the marble chunk forced the pony's head at an odd angle. He flopped over limply. His buddy was so caught up calling his name that he didn't notice another chunk of rock shooting strait at his skull. The third pegasus joined his comrade on the floor, blood pooling rapidly around his head. The last pegasus guard looked around to see that all his fellow guards had been killed or incapacitated. In a flash of anger and rage, he charged the trapped unicorn bellowing curses and promises of retribution.

The last bit of net came apart with a *twang.* The Meta dropped the sharp piece of marble it had been using as a knife and walked past the last pegasus guard. A multitude of jagged stone slivers stuck out of his body like arrows. Ignoring the carnage it had just caused, the Meta walked, almost reverently, to the armor. It could hear them so clearly now. Their voices drown out everything else around it, begging the unicorn to touch the armor. Like in a trance, It slowly stroked the protective metal. The was a flash, and the castle trembled.

The Meta could feel it: Power. Pure and undiluted. It coursed through his veins like blood; filled his lungs like air. The Meta's back itched and a pair of regal wings sprouted and grew from it's sides. And the voices. They came back in full force. It was like they were singing to him. Indeed, no longer was the Meta an "it." He was complete. Whole. All the Freelancer equipment and AI fragments combined could never compete with this feeling of strength. The Meta looked at the wall in front of him. With a glow of his horn, the mortar holding it together crumbled to dust. Then, with a telekinetic push, the entire thing fell outwards. The Meta grinned. The voices cheered him on. With a flap of his wings, the Meta took off into the night. He knew exactly what to do next...

BREAK

Luna bolted upright in her chair with a gasp, a sheen of sweat suddenly covered her body. A nearby maid looked at her, concerned.

"You alright your Majesty?" She asked cautiously. A few deep breaths and Luna got control of her voice.

"Y-yes, perfectly fine...just a...hot flash, is all." The night goddess replied with a nervous laugh. The maid nodded slowly. Luna looked down and saw she'd spilled her drink. "Oh, could you be a dear and fetch a towel?" Luna asked, levitating the book she was reading off the table so it wouldn't be ruined.

"Yes your Majesty." The maid curtsied and left. Luna slumped on her haunches and shivered. Where did that feeling come from? She'd been reading a book on Equestrian history when the most oppressing sense of dread and fear burrowed into her mind. It felt like when she was Nightmare Moon, but different and horrifying. Luna gazed out the window and looked at the moon, recalling the urgent letter Twilight had sent Celestia.

"Be safe and come home soon, big sister..." She whispered.


	5. Chapter 5: Of wings and whiners

Hey guys. Sorry for the wait and the short chapter. Moving sucks. Hope to have this finished by the beginning of September.

[Chapter 5]

Grif floated through an infinite black expanse. Everything was perfect and quiet. Just great for taking a nap. He drifted for a while before noticing a glint of light in the distance. Intrigued, he flew towards it. The speck soon grew into a portal. Grif placed a hoof on it and found himself in a different realm. His eyes to a moment to adjust before he realized he was in heaven. Bags of chips floated through the air around him. Regular, kettle cooked, baked, thin wedged, thick wedged, plain, salted, flavored; Thousands of different flavors calling to him. He flew to the nearest one and licked his lips. He was about to open it when he realized he didn't have any hands. No problem, he'd just use his teeth and...it wasn't working! No matter how hard he bit and pulled on the bag, it refused to give. Well, he'd just have to pop it open then. Gripping it in his mouth to steady it, he slammed his hooves against the bag's sides. The bag held firm. He beat his hooves against the bag for several minutes. He grew more and more frustrated until he suddenly noticed what was written on the side of the bag:

"New and improved bag:Won't tear; Won't pop! The only way to open it is to pull apart with amazingly dexterous hands!" Grif flung the bag away from him. It was just one bag among millions, surely there were others. He flew over to another one. The new bag proudly displayed the same message as the other one. Grif staggered back like he'd been struck. He moved over to the next one. The same message as the last too. He flew to another one. The same, again. He dashed around like a madpony, trying to find one bag that could be opened without hands. It was useless. In his pony form, he would never have access to the delicious snacks again. The chip bags seemed to close in on him, laughing and mocking his lack of hands.

"No..." He whimpered. The bags moved closer, the laughter louder. "No!" They were upon him now, beginning to smother Grif. "!"

.

.

.

"No...nooo...no..." Tucker and Dash watched Grif toss and turn on the cloud he was sleeping on. The two looked at him curiously.

"Whatcha think he's dreaming 'bout?" Dash asked. Tucker shrugged.

"I dunno." He replied. Grif suddenly bolted up right.

"Noooooooo! The chips! The chiiiiiiiips!" The orange pegasus wailed. The other two shared a look of confusion. Grif sobbed and kept muttering "chips" and "unopenable."

"Whatever, I don't have time for this!" Rainbow Dash snorted, and struck him in the face. It was more of a slap then a punch, really.

"OW! Goddammit! Cut that shit out!" Grif yelped, now suddenly aware of his surroundings. Dash hovered just out of striking distance with a smug look on her face.

"So, chips huh?" She asked teasingly.

"Shut up." Grif snapped. Dash giggled. "So is there a reason you're tormenting me, or are you just sadistic?" He snapped at her. Dash scowled at him.

"It's a training day. Get off your cloud and stretch out." She informed him.

"We just trained yesterday! I'm sore!" Grif whined. Dash leveled her gaze at him. "I'm not moving!" He said, settling his haunches into the cloud he'd been sleeping on. Dash raised an eyebrow.

"'Not moving,' uh?" The blue pegasus asked. Grif nodded. Dash shrugged and casually flew behind him. Then kicked his cloud out from beneath him. Grif's eyes widened gravity took hold and pulled him to the ground. He tumbled for a moment before instinct took over and he caught himself

"WHAT THE FUCK?" Grif shouted, hovering off the ground. Dash merely burst out laughing. Grif saw red. He was use to insults and beatdowns and, usually, he couldn't care less. But Dash had no right to fuck around with him She wasn't his boss. She wasn't his teammate. She was just some dumb, talking animal picking on him for the hell of it.

Dash was still laughing when the rock Grif threw hit her flank. "Ow! What the hay?" She yelled.

"Fuck you, fuck ponies, and fuck this! I'll see you assholes never!" Grif snarled, before he flew off. Dash glared at the retreating pegasus as she rubbed her flank.

"Should we go after him?" Rainbow Dash asked. Truth be told, she was feeling a bit guilty now. Tucker shrugged.

"Dunno. I think he's still getting used to the fact we're probably stuck here. Stressing and bullshit." The aqua pegasus suggested. "He'll be back eventually."

BREAK

Grif flew through the countryside, not really caring where he was going. Truth be told, he had a lot on his mind. This surprised him, since Grif usually only cared about when the next chance to slack off was. Coming to this crazy place and dealing with it's nutty locals was putting a lot of stress on him. Change meant work. Not just physical, but emotional and mental too. Grif had grown used to the zany "adventures" red team kept finding themselves on, but this...this was a different brand of cigarettes all together. Talking ponies, magic, a sun goddess, and the return of a deadlier-then-usual Meta. The whole thing made Grif question his sanity. Now all he wanted was to go home. As he thought about how much things sucked, he heard a rustle behind him.

"Piss off." He grunted. No doubt it was Dash or Tucker come to harrass him some more. A growl pierced his thoughts and Grif stopped and slowly turned around. "Tucker? Dash?" He asked fearfully. The growl persisted and Grif slowly backed away from the thick vegetation as he extented his wings for flight. "Ha ha. Funny, guys. You got me. Come on out now..." Grif said with a nervous chuckle. The forest in front of him exploded. Grif took to the skies in a second, hovering a safe distance from the blast. The smoke cleared, and Grif's eyes widened. "HOLY FUCK ON A SHIT STICK!" He exclaimed. Below him was the Meta, looking more viscous then ever. In addition to height, wings, and a longer horn, the Meta had fasioned himself some armor. Metal bracers wrapped around all his legs, with an long razor attatched to each one. Covering his back and sides was a type of metal carapace festooned with spikes. There were also the horseshoes he had worn to their last engagement. Even without his magic, the Meta made a fearsome hoof-to-hoof foe. The Meta's horn glowed and swirling portals formed around Grif. The orange pegasus didn't stick around to see what was going to happen next and shot off. The Meta watched him fly off and closed the portals. Taking to the sky at a lesiurly pace, the Meta slowly followed Grif. He would lead the Meta to the rest of them, and more importantly, that purple female pony. Her elimination would draw that alicorn out of the woodwork, and then the Meta would spring his trap.

BREAK

"Sooooo, while we're waiting for Grif to get over his fit, you wanna...?" Tucker waggled his eyebrows at Dash. The Weathermare suddenly wished Grif was back.

"aaaaaAAAAAAAA!" Speak of the hydra. Dash and Tucker turned to face the incoming pegasus. Dash was impressed; this was the fastest she had ever seen Grif fly. 'Course, this was the most panicked she'd ever seen him too. The Red soldier shot past the other two pegasi at an astounding speed, saying nothing but curse words. Dash and Tucker exchanged looks before bolting after him.

"What the Hay's got you all riled up?" Dash shouted at the fleeing pegasus. Grif didn't even look back.

"FUCKING META!" He shouted. The other two suddenly found themselves catching up with Grif.

"Where?" Tucker asked. He was on alert now.

"BEHIND US! IN FOREST!" Dash looked behind herself. Nothing but treetops.

"Slow down! He can't catch us running!" Dash ordered. She wanted to stop and get her bearings.

"FUCK NO! HE'S GOT WINGS!" Grif yelled and put on a burst of speed. Dash's eyebrows shot up.

"Wings? How'd he get those?" She blurted out.

"I DIDN'T STOP TO ASK!" The orange pegasus called back sarcastically.

"We gotta warn Twilight and the others!" Dash called out. Grif slowed for a second.

"Oh yeah, that _would_ make sense,wouldn't it?" He said aloud. Dash and Tucker nearly crashed into each other.

"So where were you going then?" Tucker asked incredulously. Grif thought for a moment.

"Uuuuuhhhhh..."

"Geez you're stupid! C'mon, let's get to Twilight's house before that thing does!" Dash ordered. She peeled off and headed for the library while the other two pegasi followed. Grif was put off by being insulted, but wasn't about to waste time given the situation.

BREAK

*Thump, thump, thump!* Wash glared at the library door in frustration. His group had rested up at Rarity's home and were now checking in with the others in the Library. Or they would be, if someone would answer the damn door. Wash was about to smash it open when it swung inward. A tired looking Spike appeared in the doorway.

"Yes?" He mumbled.

"Are the others up yet?" Wash asked. Spike shrugged.

"Probably not. We all just went to bed an hour ago." The dragon replied groggily. Wash sighed and facehoofed. The Meta could attack at anytime and Sarge wanted to hold a slumber party. He better have a good reason.

"What were you guys working on, if you don't mind me asking." Wash quiried.

"Not supposed to tell you." Spike answered. Wash felt a vein throb on his forehead.

"Get Sarge down here before I strangle him!" The unicorn said through gritted teeth. "Please." He added as an afterthought. Spike rolled his eyes and left to fetch Sarge. Wash sat back on his haunches and muttered curses. The rest of the ponies looked at him, concern on their faces.

"Might I suggest taking a few relaxing breaths? A confrontation in-ranks is not what we need right now." Rarity advised. Wash shot the seemstress a glare, but took her advice regardless. He was in the middle of trying to calm down when Sarge appeared in the doorway.

"Whatcha want?" The red pony asked. Wash put on an insincer smile.

"Just wondering what you were up to, is all. I'm trying to put an attack strategy together and I need to know what you're planning." Sarge got a smug look on his face.

"Well I suppose I could enlighten you on a few of the details. Step on in." He gestured for the ponies to enter the library. "I just need Wash and Fluttershy here. The rest of ya'll can have a seat somewheres."

"Wait 'ah applebuckin' minute here! What ya'll need Fluttershy for?" Applejack growled, placing herself between the yellow pegasus and Sarge. The red earth pony rolled his eyes.

"Need 'er for the plan." He said, as if that explained everything. Rarity stepped in.

"I believe Applejack AND myself would like to know _what_ plan and _why_ you need dear Fluttershy for it?" The fashion pony inquired. Sarge picked up on her _real_ question.

"Look. 'Ah know you ponies don't trust us yet. But believe me; I ain't in the business of hurtin' innocent ladi- er, fillies." The red earth pony said firmly. Rarity opened her mouth, but noticed the look in Sarge's eyes. Yes, he was foolhearty, oblivious, and down right stupid sometimes. Yet somehow Rarity knew that if the chips were down and Fluttershy was in trouble, Sarge would sacrifice his own life to save her. The fashion diva exchanged a look with Applejack. The farmer's face scrunched up in thought.

"I trust you." Both of them looked back in shock. Fluttershy stared at the ground as she meekly passed the two on her way to Sarge's side.

" Ah'll right, so mebbe Fluttershy trust yer, but that don't mean I do!" Applejack stated, recovering from the shock Fluttershy gave her. "If one hair on 'er head gets harmed 'cuz a ya'll, I swear-"

"She'll be fine. 'Sides, we only need her for a couple a minutes." Sarge interrupted. Applejack glowered at him for interrupting.

" 'Ah hope ya'll tellin' the truth." She turned to Fluttershy. "If they're up ta sumthin', just give a shout an' we'll come getcha." Applejack informed the pegasus. Fluttershy nodded as she, Sarge, and Wash headed for the Library's basement. Applejack shot the two RvB ponies a glare before they disappeared from sight. She turned around to look at her remaining companions. Rarity shared her apprehensive look, Doc was reading a book on healing spells, and Pinkie Pie was twitching.

"TwitchyTwitchyTwitchy!" The pink pony yelped out. The other two ponies were at her side in an instant.

"What's wrong, my dear?"

"It's Sarge! 'Ah know it! Ima give 'em a piece of mah-"

"Huh? Wait!" Pinkie Pie interrupted Applejack. "Fluttershy's fine, silly!" The earth pony giggled. "Something else completely different is coming!" As if on cue, a trio of pegasi came bursting through the Library windows.

"What in tarnation-?" Applejack began, but was cut off as Rainbow Dash bowled into her.

"AJ WE GOT PROBLEMS!" The rainbow-maned pegasus yelped. Applejack pushed Dash off her and gave her a look.

"Land sakes! What problems?" She asked.

"Themeta'scomingandhe'ssuperpowerfulAND WE'RE ALL GONNA DIE!" Grif yelled, spazzing out. Tucker just jerked a hoof in Grif's direction.

"What he said." Applejack and Rarity looked at Rainbow Dash.

"My word! Is that true, Rainbow?" Rarity questioned. Dash looked away.

"Well, technically I didn't see it. I'm going off Lead Wing's word over there." Dash motioned to Grif, who stopped panicking long enough to shoot her a dirty look.

"I'm pretty sure he's right! I'm twitching up a storm right now! It's the worse case of twitchies I've ever had!" Pinkie Pie exclaimed. The ponies shared worried looks.

"Somepony must tell Sarge or Washington!" Rarity said, taking charge.

"What's all the ruckus, girls?" They all turned to see a tired Twilight, Simmons, and Caboose trot down the stairs.

"Bad news, Twi. Sounds like the Meta's gone done made 'imself a bit more powerful." Applejack said. A look of panic shot across Twilight's face.

"Oh no! It's not ready yet!" The purple unicorn said, more to herself then anything.

"What ain't ready?" Applejack asked suspiciously.

"Uh...it's a secret, I can't tell you." Twilight said with embarrassment. Applejack looked at her slack-jawed.

"For pete's sake! Not ya'll too?" Applejack nearly shouted. Twilight chuckled awkwardly.

"I'm sorry Applejack, but if the Meta can pull magic out of unicorns, who knows what else he can get from a pony's mind!" Twilight explained.

"Yeah, who knew Sarge could be right about all the wrong reasons!" Simmons added. The other two gave him a weird look. "Speaking of which, I'd better go get him." With that, Simmons left to fetch the other ponies.

"Twilight, can ya 'least tell us what all our's roles in this mess?" Applejack said, rather frustrated.

"Well, we actually have the easiest part. The six of us just use the elements to stop the Meta once the time is right!" Twilight explained enthusiasticly. The other ponies gave her a look.

"Yeah? And when's that?" Rainbow Dash asked. Twilight gave an awkward grin.

"I'm not too sure, actually." The purple unicorn admitted. "Sarge just said he'd give me 'A signal'."

"Celestia be praised! A 'signal!' It's foolproof!" Dash said, sarcasm oozing off every word.

"Now, now, Dash. It's not Twilight's fault the pony she's working with has...quirks." Rarity attempted to find a polite adjective to describe Sarge. Quirks was the nicest word she could think of.

"What's all the blabbity-blab goin' on?" Speak of the devil. Sarge strode into the room; Simmons in tow.

"Hey! We got questions for you!" Rainbow Dash practically yelled.

"No time." Sarge retorted. "Twilight, go down to the basement an' make sure everything goes smoothly. Send Wash up here. The rest of you-" He said, addressing the mane six "-stay here outta sight."

"Hold on there, slim!" Applejack nearly shouted. "What in tarnation makes ya'll think ya can tell us tah hide our heads somewheres while ya'll take on the Meta?"

"Cuz' yore part three of the plan." Sarge explained, as if it all made sense. Applejack resisted the urge to throttle the stallion. Rainbow Dash shared the sentiment. The red pony held up a hoof to forestall more comments. "Look, that princess o' yours charged us with takin' care a you ladies. Keepin' all a ya here is the best n' safest way to do it." He explained. "Don't worry, ya'll get the chance to shine soon enough." Sarge added. Twilight gave her friends a pleading look, urging them to obey Sarge.

"Fine, I guess we'll just sit here and wait to rescue you guys." Rainbow Dash said with a huff.

"That's the spirit!" Sarge encouraged. The odd looks the other ponies threw him were interrupted by a window-rattling explosion of in the distance. Rarity squeaked in surprise, Dash and Applejack glared in the direction of the blast, Pinkie Pie had a strangely neutral face, and Twilight looked very concerned. "You better git' Wash now and watch over the rest of the process." Sarge informed Celestia's prized student. Twilight nodded and galloped off to fetch Washington. Sarge turned to address the rest of the RvB ponies. "Alright men! The Meta is rude 'nough to not stay dead! Therefore, it's up to us to make sure he goes back to six-feet-under-land!"

"Another fight? I'm sick of getting my flank kicked!" Grif whined.

"Shut up, Grif!" Sarge barked. "Now me and Wash formed ourselfs a plan that'll knock the hell right outta the Meta. Wash agrees it's a solid plan with casualties including but not limited to Grif. A win-win!" Sarge exclaimed with pride. Grif rolled his eyes. Wash strolled up from behind Sarge.

"It's 3/4s done. Ms. Sparkle says it will be finished in the next 15 minutes." The former freelancer said.

"Hold on there, what'll be done 'n 15 minutes?" Applejack demanded.

"Part Two." Sarge replied, as if it made all the sense in the world. "Alright troops! Let's go! Simmons, grab the stuff. Grif, Tucker, Caboose, and Wash, with me. Doc...stay here." Doc nodded. Sarge drew himself up to his full height. "Charge!" He bellowed, and dashed out the front door. The others followed and soon the mane six found themselves alone in the library with Doc.

"Oooh, his hat still stayed on!" Pinkie Pie observed, referring to Sarge's tin-foil cap.

Break

*KA-FWOOM!* Another stall lit up in an epic conflagration as ponies screamed and panicked. *BOOM!* A different stall magically exploded, showering the area with burning splinters and scorched produce. The Meta calmly strolled down the street reveling in the destruction he caused. Behind the alicorn, a trail of shattered homes and burning businesses belched oily smoke into the sky. The power was incredible! The plan just seemed to unfold in his mind on how things would go. First he'd destroy those meddlesom simulation troopers. Then he would find those six ponies and tear that unusual power they had straight from their bodies and absorb it. Then he'd find their quaint little 'Goddess' and suck the life-force from her. After that, the world -no, the universe- was his to command. He would find a way to get back home and deal with the Freelancer Project and the UNSC and the Covenant and everything that stood in his way. He would finally be master of his own destiny. The thought made him grin evily. A yell made him look forward. That voice...The Meta grinned even more broadly. How convenient for them to come to him. It would make everything so much easier. His horn glowed as portals opened around him.

"Hit the deck!" Wash ordered. Grif and Tucker flew evasively as the rest of the ponies took cover behind sturdy looking buildings. Hundreds of magical orbs flew from the portals like bullets from a gun. They were smaller and less accurate then what the Meta had used before, but they made up for it in sheer numbers. Stone and wood disintigrated as the bolts hosed the surrounding buildings.

"Great plan! What next?" Wash sarcastically called over to Sarge over the din. Sarge did not respond but instead called up to Tucker and Grif.

"Distract him!"

"What? How?" Grif responded. Tucker was already on it. The aqua pegasus picked up a chunk of debris and dropped it on the Meta. The alicorn looked up in rage and took to the skies.

"OhshitohshitOHSHIT!" Tucker yelped as the Meta took off after him. The alicorn gave an unearthly screech that rattled Tucker's teeth. The pegasus knew he was in trouble. The Meta was looking fit to rip Tucker's wings off his back and closing fast.

"Tucker, over here!" Grif shouted. Tucker banked hard to where Grif motioned. Next to the flying colt was a small storm clould with Grif motioning to go through it. Tucker was unsure but flew towards it. He zipped through the cloud and burst through the other side just in time to hear a clap of thunder. He spun around and watched as Grif frantically kicked the cloud, causing lighting bolts to go off inside it. Tucker's hopes for a fried Meta melted as the Alicorn burst the cloud apart with an blast that sent Grif tumbling. The Meta's horn shone like the sun as the air around Grif exploded over and over. The orange pegasus fell to the ground like a sack of bricks.

"Oh fuck..." Tucker breathed. A growl caused him to look up. The Meta was glaring at him. "OH FUCK!" Tucker yelled, and bolted off. The Meta roared and took after him. Tucker tried every stunt Rainbow Dash had taught him, but it was all easily followed by the Meta. Things were looking very grim. Then the Meta crashed into thin air. It was like the former Freelancer had hit a brick wall. Stunned, he drifted down back to earth. Where, like a pair of lunatics, Sarge and Caboose jumped him. The pair attempted to attack the Meta's underbelly; the only real unarmored spot there was on the winged unicorn. Meanwhile, Tucker took a moment to catch his breath and land next to Wash. The unicorn's horn glowed like a spot light. Tucker suddenly realized what had stopped the Meta in mid-flight and why he was now struggling to fend off Sarge and Caboose.

"What are you waiting for? Help them!" Wash grunted out. Tucker was about to comply when there was a bright explosion that all four ponies were bowled over. The Meta stood in the epicenter of a large crater. His hate and rage seemed to boil the are around him. He turned his attention to Sarge and dragged the dazed pony. This pony; this annoyance...for all Sarge's incompotence and cluelessness, he had never failed to confound the Meta and his plans. Well...not this time. The Meta's muzzle twisted into a sneering grin as a loud *crack* filled the air. Sarge, despite having his left hindleg suddenly crushed, merely grunted.

"That...all ya...got?" Sarge taunted through the pain. *Crack!* Sarge's right hindleg was suddenly bent in a different direction. Sarge's breath rattled as he exhaled deeply but the stallion didn't scream. "Call...this...torture?...Grif's...whinnin'...worse..." Sarge tried to chuckle, but it was caught in his throat. Another *Crack* and a blinding pain in Sarge's huanches let the red pony know the Meta had just shattered his left hip. "Too...bad...'ah...don't...got...mah...shotgun..." Sarge spat out with a sudden grin. The Meta cocked his head and looked at Sarge suspiciously. "'Ah...said...ah...need...a...Shotgun..."Sarge continued. The Meta reared back suddenly and threw Sarge to the ground. The stallion coughed weakly. The Meta spun around to see where the surprise attack was coming from. Suddenly something flashed over the Meta's vision and he felt something metallic tighted around his neck. Startled, the Meta looked down in surprise. It was a steel noose cinched tightly around his neck. A cable led from the noose to...what was tha-?

***WHOOSH!***

Simmons shielded himself from the backblast as the comically oversized firework ignited and blasted off. The steel cable attatched to it shot of with it, and by proxy, so did the Meta. Sarge craned his neck up to watch the Meta turn into a tiny speck in the sky. ***KA-BOOM!*** The "firework" detonated with the force of a MOAB, filling the air around it with smoke and fire. The other ponies assembled around Sarge. "Wow! I can't believe that actually worked!" Simmons exclaimed.

"Yeah, same here." Wash added. The white unicorn had honestly expected the firework to blow-up on the ground.

"So is it dead?" Tucker asked.

"No." Sarge grunted. He attempted to stand but quickly gave up on the notion. "Most likely, he got knocked around a bit. At best. We probably just pissed him off even more."

"Then what the hell was it good for?" Tucker yelped.

"We're buying time." Sarge replied. A loud boom echoed down from on high. The RvB ponies looked up to see the smoke from the firework blown away as an incandesent ball of light blossomed into the sky. Another boom filled the air as the glowing ball turned into a supersonic streak of light.

"COVER!" Wash bellowed as he threw up his shield. Simmons did the same, enveloping Sarge as well as himself. Unfortunately, neither Caboose nor Tucker could get next to Wash quick enough. The two ponies were blasted back as the Meta hit the ground with the force of a 500 pound bomb. Buildings crumbled as the ground itself shattered from the impact. The two unicorn's shields held, but barely. Tucker felt himself tumble through the blastwave, unable to control himself. Suddenly he hit something hard and the world went black.

Light took shape as Tucker's eyes reopened. He tried to move and immediately regretted it as his entire body lit up in pain. He looked over his flank to see his wings battered and bloodied. His left wing was partially ripped away from his body. His legs refused to respond when he tried to move them. For some reason, Tucker was strangely calm about the prospect of being crippled and flightless. He chalked it up to shock and looked over to see Caboose lying in a pile of rubble. In addition to numerous cuts, a deep, long gash ran down the earth pony's side and blood streamed from the wound. Tucker was sure he could see Caboose's ribs. A series of loud explosions caught Tucker's attention, and he looked down the ruined street to see the Meta hammer the protect shield Wash and Simmons had thrown up. The shield flickered and grew dimmer and dimmer. Finally, one final blast eradicated the defensive barrier and knocked the two unicorns on their sides. They struggled to get up but Meta acted first. His horn flaring, the Meta yanked the two from their positions and dragged them in front of his face.

With a glow of his horn, the Meta went to work. A dark stream of light wrapped itself around Wash's horn. His eyes widened as unbelievable pain filled his mind. It felt like someone was trying to pull his brain out of his eye sockets with a rusty hook whilst stabbing them with an ice pick. He hadn't been aware he was screaming until he felt his lungs burn from lack of oxygen. Beside him, Simmons howled. The Meta was obviously giving him the same treatment. Some rational part of his mind fighting through the pain recalled what had happened to that other unicorn the Meta had captured. Now the Meta was doing the same thing to Wash and Simmons; using them to recharge himself. Wash tried to struggle but the pain overrode everything. Amidst the staggering pain, Wash felt himself grow weaker and weaker. He suddenly realized that the Meta was taking more then just their magic: He was taking their life force. Wash's sight began to blur and darken...***BAM!*** Suddenly, Wash was on the ground again as his vision swam. Above him, Wash could hear the Meta scream in an uncontainable fury as his horn smoked and sparked. The Alicorn spun around, enraged.

"Damn. Never knew you wanted to look pretty." Tex said, amused.

"Kinda hard to be intimidated by something that looks like a girl's toy, don't ya think?" Church called over to Tex. For a moment, the Meta didn't believe what was before him. He had never seen it before, either on this crummy little world or anywhere else. In front of the stallion, were two metal plated, rock statues of ponies. Golems to be exact. Runes carved into their metal and stone bodies glowed a faint blue. And a squat cylinder sat on the right flank of each golem with a small hole in the center of it. The Meta deduced it was where the blast that had struck his horn had originated from. He hissed at the pair.

"I'll take left, you take right." Tex advised Church. The robot nodded and the pair galloped towards the snarling alicorn. The Meta responded by throwing up a shield and sending a hail of energy orbs at them. The runes on Tex and Church grew brighter as shields of their own formed to block the attacks. The turrets on their flanks hummed and spat magical firebolts that crashed into Meta's own barrier in a wash of blue light. Then, in a moved that shocked the Meta and most of the spectators, Tex and Church smashed the Meta's shield with their own. The air was filled with a thunderous boom as the three barriers met. The Meta grunted as he felt the other two ponies start to push envelope and crush his shield. With a snarl, he poured energy into it and pushed back. The slowly closing magic bubble suddenly expanded, pushing the other two barriers back and sent his attackers manuvering away from the growing sphere. If Tex could blink, she would. However, Sarge didn't have the time or foresight to give his creations movable facial parts. Her eye ports did brighten, for what it was worth.

"Double your efforts! He's pushing back!" Tex called.

"I'm already at full power! You want me to wiggle my fucking ears or something?" Despite his sarcasm, Church was right. Sarge, with Twilight's help, had given the two the aforementioned flank cannon, their shield spell, strength, and a bit of speed. Unfortunately, Tex knew she and Church were another distraction and not the game changer. A distraction a bit more competent and flashy then most, but still a distraction. Despite that, Tex refused to give up. She would be damned if she'd let herself loose to the Meta, no matter what his abilities were.

"Shut up and stay focused!" Tex snapped. Another idea hit her. "Fire at his horn!" She ordered. Church grumbled but complied. There was a hum from his turret as the runes around it glowed. Then a bolt of energy spat out of the muzzle and splashed against the Meta's shield. Church shot her 'Now what, genius?' look. "Keep firing!" She called as her own turret started to fire. The strategy seemed to be working. The shield stopped expanding, and even began to shrink as the Meta channeled resourses back into defense. "It's working! Don't let up!" She called out. Church grunted. There was only so much magical energy that could be squeezed out of their magically-blessed rock bodies, and both knew they were reaching their limits. But maybe, just maybe, they might get lucky enough and put an end to the fight quickly.

The Meta snarled. Somehow these two strange creatures were chipping away at his defenses. It just didn't seem physically possible. Then, an idea struck him. He couldn't believe he hadn't thought of it sooner. The Meta suddenly winked out of existence. His shield a moment later. Tex's and Church's combined shield suddenly enveloped the area where the Meta had been a moment ago. "Oh shit..." Church muttered. The air was filled with a smothering silence.

"Stay close, watch my back." Tex murmured as she moved closer to Church. The robo-pony nodded and scanned the area. Deathly quietness reigned for a minute. It was broken by the shriek of metal being torn apart. Both ponies spun to face the noise. The street in front of them held several unconscious RvB ponies, but no Meta. "Where the FUCK is he?" Tex hissed. The two looked around in apprehension. As Tex fought to keep her rising panic under control, she realized that the Meta was screwing with them. Suddenly something whistled by her head and a metalic crunch intertwined with Church's scream filled the air. She spun around and looked on in disbelief at she saw: Somehow the Meta had punched through Church's shield and pinned to a nearby wall with a torn street lamp. It stuck out of his side like a harpoon. A smaller piece of metal had obliterated his turret. Church grunted and wiggled to free himself, but the neither the lamp nor himself budged.

"Look out!" Church shouted. Acting completely on reflex, Tex re-enforced her shield with the rest of her magic reserves. It stopped the oncoming energy blast from destroying her outright but the kinetic force threw her down the street. She tumbled halt and staggered to right herself. Distracted, her shield fell. The Meta was on her in an instant. Her turret fired a few pathetic shots, which were all blocked by the Meta's shield. He, in turn, picked up a large chunk of rubble and slammed it down on Tex. She barely deployed her shield in enough time to keep the rock from crushing her. The Meta continued to viciously smash the debries down on her over and over. Finally, the rock gave way before Tex's shield and splintered into a million tiny fragments. Tex used the oppertunity to scuttle away from the Meta and stand up-right. She felt exhausted and the Meta was obviously ready for another round. Tex cursed Sarge for not putting more weaponry at her disposal even if it wasn't his fault. The golem body she was using was meant for menial labor, not combat. 'Aw, fuck it.' She thought.

"C'mon you miserable son-of-a-bitch! Hit me with your best shot!" She roared at the advancing alicorn, firing blasts from her turret. The Meta obliged. Tex saw a flash of white and felt something slam her into the air, cutting through her shield like a hot knife through butter. A moment later, she was lying on the ground, looking at one of her legs across the road. Tex looked down at her body and confirmed that the Meta had indeed blown off her left hindleg. She grunted and brought up a feeble shield; her turret vainly scanning for a target. The empty street was becoming an annoyingly familier sight. She looked over and saw Church nearby, strugging to un-pin himself with little success. The lampost-turned-spear had damaged the runes on his body allowing Church to use magic, and he could only get them to flicker and spark. "Do you see him?" She called over.

"No! Fucker went invisible again!" Church snarled as he thrashed against the oversized needle that had him trapped. Tex could feel her own abilities waning. The destruction of her leg had disrupted the rune patterns on her backside and casting a shield was becomming harder and harder. Suddenly she heard footsteps. An attempt to spin around resulted with her on her side. Abover her, the Meta loomed. His horn glowed with deadly intent.

"Shit..." Tex muttered. The explosion crushed her shield and threw Tex down the street. Part of her anyway. After the world had stopped spinning, she looked down and saw her entire hindquarters were gone. Suddenly she was very glad this body didn't have pain receptors. More pressing matters rose to her head. Her turret was gone, and the runes that let her use magic were destroyed. She was defenseless. The Meta's shadow fell over her. Tex attempted to kick at him with her remaining legs. The Meta grunted out a laugh as his horn glowed brighter. Tex suddenly felt a pulling sensation and realized the Meta was trying to steal her essence. "Hell no!" She snarled out, struggling against him mentally and physically. The Meta smirked and slowly strengthened his spell. Tex screamed. It felt like someone was using a beltsander on her brain. Then the Meta was abruptly picked up and thrown away from Tex.

"By the authority granted to me by Princess Celestia, I order you to stand down!" The Meta righted himself and saw six pastel ponies with determined glares standing down the street from him. A slight, multi-colored aura surrounded the group. The Meta howled a challenge at his new foes. His horn flared as a barrage of energy orbs assailed the mane 6's position. His attacks exploded off an invisible barrier surrounding the Element barers. "Last chance!" Twilight shouted once more. The glow around the six intensified. The Meta growled and rushed forward. So surprised were the others that they barely reacted as the Meta broke through the technicolored shield and grabbed Twilight. To her credit, Twilight responded with a weakened version of the Meta's own attack. He deflected all her strikes easily though, and held her firm in a telekinetic grip. The sensation of oily tendrils snaked through her mind as they probbed and pulled at Twilight's magic. The lavender mare threw up a mental shield to deflect the alicorn's attack. The Meta howled in frustration and hammered against Twilight's defenses. The brutal attack stretched her to the breaking point, but Twilight refused to give. In response, the Meta cranked up the voltage, assualting Twilight's mind all out. She fought back even as the sensation of razor sharp talons clawed through her brain. But even she could only take so much, and her defenses were waning. The Meta screeched in victory; pressing his attack. Cracks were forming in Twilight's mental shield and she could feel the Meta ooze his way through and slowly absorb her magic.

Then her world spun and Twilight found herself on the ground, sporting a massive headache. A screaming howl startled her from her reverie, and Twilight looked up to see Grif of all people attacking the Meta. His coat was singed and his feathers looked toasted.

"HURRY THE FUCK UP! I CAN'T HOLD HIM FOR LONG!" He shouted as he held onto the Meta's neck, ignoring the spikes from the armor. The Meta bucked and snarled in anger as he tried to throw the orange pegasus off. Twilight nodded and ran back to where her friends were.

"We need to activate the Elements now!" Twilight yelped, and didn't wait for a reply as she reached down inside of herself to locate her own Element. The other ponies nodded and closed their eyes in concentration, copying Twilight. A yelp, a crash, a horrendous, and victorious growl filled the air in rapid succession. Twilight could practically feel the Meta storming over to her friends. She forced herself to remain calm.

_"If you're there, please! We need your help!" _She mentally begged whatever made up the Element of Harmony. Suddenly a sensation of warmth wrapped around her like a heated blanket on a cold day.

_"All you need to do is ask..."_ A melodious voice whispered in Twilight's ear.

The Meta skidded to a halt; his charge ruined by a shimmering barrier that had formed in front of the six ponies. The Meta snarled and attacked it with his energy blasts. The magic orbs flew into the shield and...disintigrated; no noise, no explosion. The Meta snarled and launched another barrage to the same effect. The orbs simply melted into the barrier and vanished. He glowered at the ponies inside the field in hatred. Then their eyes opened at once and the Meta jumped back a bit. White light shone from their eyes. The Meta cocked his head in confusion. The questions built as the six rose in the air and looked at him as one. Their expression puzzled him. It was not one of hatred or vengence or anger. Instead it was a soft look of friendliness. The air suddenly crackled and a beam of multicolored light shot out of the barrier. The Meta hopped back and activated his time-freeze spell. The world halted. The rainbow wave did not. The Meta snarled in confusion as the streak of technicolored light barreled towards him. He took to the skies but there was nothing he could to to shake the attack. It overcame him and surrounded him on all angles. The Meta hissed and activated his shield. The rainbow sphere he was trapped in shrunk and passed right through his defenses. The Meta screamed out one last defiant snarl before the rainbow smothered his being like a blanket.

*break*

The Meta hissed. He was trapped in a white void that spanned in all directions. He looked down and realized he was back in his human form. And he looked horrible. His body was cracked and scarred like a wooden doll. Filling in the cracks that spider-webbed across his body was the mysterious entity he had made a deal with back in the ruined castle. The entity pulsed and glowed while it kept up it's never-ending promise of power and strength. And for some reason, it seemed...anxious. The Meta snorted. He wanted out of this place as much as the being did.

_"Maine..." _ The Meta growled out a challenge. Who dared to call him that? _"Agent Maine, don't worry. We don't want to hurt you. In fact, we want to help."_ The Meta grunted out a chuckle. The last group who said that to him was a Freelancer recovery unit. The Meta didn't believe them in the slightest. _"Agent Maine, we know you've been taken advantage of by others. That you were mistreated; used as a tool for destruction then cast aside when you weren't needed anymore."_ The Meta snarled in anger. Who were these people that they knew so much about him? _"It is a travesty what has been done to you. But we wish to heal you and make you whole. We want you release your bitterness and rage and to enjoy life like all creatures were meant to. But-"_ The Meta waited for the catch. _"-that..._creature_ you've allowed to wrap around yourself will only add to your misery. With it riding your shoulder you will never find peace or contentment. You will have power, yes. But you will never be happy. In order to heal, you must rid yourself of the parasite." _ The thing wrapped around Meta shuddered and convulsed in angry protest. He needed it, the thing reminded him. Without it, the Meta could never rise to the level of power he needed to crush those who would try to stop him. Without it, the Meta would practically be defenseless!

_"We know what the creature is saying. That you need it. That without it, you'll be sure to suffer defeat. But here there is nopony here who wants to defeat you! They merely seek friendship and kindness from each other. Ponies don't use and abuse their neighbors. They take care of them. Please just let us help you. Release your hate. Abandon your anger." _The voice calling to him seemed as pleading as it was hopeful. It sounded far more sincere then the way his handlers at Project Freelancer had talked to him. A small part of him wondered if the voice was actually telling the truth. NO! The creature wrapped around him snarled. It's a trap! They want to take your power away and make you their errand boy! Do you want that to happen again? It shrieked at him as it constricted tighter. The pressure was actually beginning to hurt the Meta and he snarled at it. The Meta was in charge and the creature was just along for the ride. It would do best to remember that! Ha, you're nothing without me! The creature responded, it's fear replaced with condescension. If it weren't for me the Princess would've destroyed you long ago! The Meta snorted reproachfully. He didn't need anyone or anything to help him. Sure the creature was an enjoyable boost, but it better learn to keep it's mouth shut. The creature hissed in anger and tighted itself again. The Meta snarled. Maybe ridding himself of this creature wasn't such a bad idea after all. The creature dug into him harder, and the Meta found himself pushing back. Then the Elements acted. The area around him flashed and a technicolored tidal wave smashed into his being. The light reacted with the dark goo like hydrogen peroxide on an open would. The creature foamed and writhed in agony. The Meta felt an intense pounding in his head and-


	6. Chapter 6:Not quite happily ending

Note:Hey bronies, sorry for making you wait forever. Between a 5am-7pm work schedule, intermittent writer's block, and goofing off in between, This chapter took way too long. I'm cursed, really. I'll get this great idea, crank out the beginning and middle 10 seconds flat, and then I'll have to tie everything up and my brain goes flips me the bird. Thanks for being patient though. I appreciate you guys reading my story and the helpful critics. Here's some closure!

**CHAPTER 6**

Twilight opened her eyes. The Elements had "attacked" as soon as the six had asked them to. The rainbow wave shot towards the Meta and suddenly time froze for a moment. Then the wave crashed into the Meta and enveloped him entirely. The effect only lasted for a few seconds and then the rainbow pulled itself off the Meta and into the air. It dragged a black goo along with it, and the two masses seemed to struggle for dominance before the Elements won out. They crushed the dark mass with a flash of light and vanished a moment afterwards. The Meta lay on the ground, unmoving. Cautiously, Twilight plodded towards him. The Meta (minus his wings) breathed; unconscious. The lavender mare breathed a sigh of relief, but bound him with Applejack's rope just in case. The six paused, staring at the prone figure and wondering if he would suddenly spring back to awareness and start attacking again.

"Little help?" Church asked, snapping them from their revery and reminding them that the RvB ponies were probably in desperate need of medical help.

"Hang on, I'll go get Doc!" Twilight informed her friends and teleported a moment later. The other five quickly rushed to the fallen RvB ponies. Church and Tex had been the closest. It was rather eerie to see Tex drag her halved body around with her two front legs. But they all had a giggle at Church's expense as he wiggled on the lamp post like a speared fish. Moving along to the others, they found Simmons and Wash had gotten the best end of the deal: A massive, splitting headache and some bruising, but they would be fine. Sarge was found next, barely keeping himself awake as the pain from his shattered limbs threatened to overtake him. By then, Twilight was back with Doc, and the Blue team medic got to work healing. A minute later, the battered forms of Caboose and Tucker were found. The two blue team ponies were suffering from extreme blood loss, internal bruising, and weren't responding to external stimuli. Twilight, having brushed up on her medical spells recently, tended to Caboose while Doc worked on healing Tucker. It was strenuous work but they were able to stabilize the two blue team members.

"Fheeew..." Doc breathed, wiping sweat from his muzzle. "Is that everypony?" He asked, having just finished healing Tucker's wing. The two groups looked around.

"Where's Grif?" Simmons asked. They looked at one another and split up. After a few minutes of searching, Dash found him first.

"OVER HERE! HURRY!" She yelled. Doc and Twilight rushed over to the sound of her voice, closely followed by the rest of the groups. They found Dash hovering over Grif, panic-striken. The Meta had blindly thrown the orange pegasus into a nearby pile of rubble. Said rubble contained a ruined metal-rod fence; the rods having been ripped out of the top frame and jutted out like spikes. Grif had fallen on two of them. The rods went through his left side and just barely poked out his right. One had gone through his gut and impaled his wings while the other had speared his lungs. Blood dribbled out of his mouth. Amazingly, he still breathed.

"How do we get him off?" Fluttershy asked. Doc stared and grimaced.

"Well we could just yank him off, but I'm afraid that would kill him." The medic replied.

"No it won't." All eyes turned in disbelief at the limping Sarge. "Grif is too lazy to die. Shuffling off the mortal coil is too much work for him. I guarantee that you can pull him off that mess and heal him with plenty of time to spare." The red stallion said confidently. The others stared at him like he was crazy.

"Are you insane? You're insane aren't you!" Dash burst out.

"Insane like a fox!" He replied with a grin. Dash was about to insult him further when Twilight placed herself between the two.

"This is getting us nowhere. Doc-" She turned to the medic. "-if we pull Grif off quickly and heal him as fast as possible, will he survive?" Doc looked uncertain.

"I don't know. The shock to his body from such attempt might just kill him outright." He paused. "But it's the only choice I see us having." Twilight nodded grimly.

"Right. Okay, here's what we'll do: Doc, Rarity, and myself will start healing Grif as soon as everypony else pulls him off. Got it?" She stated. Everypony nodded. They all gathered around Grif and prepared to lift. "On the count of three. One...two...THREE!" Twilight shouted. The assembled group pulled Grif off the bars; the pain from the action jolting him awake. Blood sprayed from the open wounds while Grif screamed and thrashed. The rest of them held him firm while the three unicorns set to work stopping the blood flow and fixing the damage. Sweat poured off their muzzles, but after what felt like an eternity, the three had managed to pull Grif back from the edge of death and stabilize him. The orange pegasus groaned in pain as they gently set him down.

"Is he stable?" Sarge asked, lifting his hooves off Grif. Doc nodded. "Good news..." Sarge said, more to himself then anything. "So everyone's here and alright?" He asked. Everypony nodded. "Good, good news." Sarge repeated. He nodded to himself before finally collapsing in exhaustion. Grif followed suit a moment later. The others seemed to deflate. With Grif out of harm's way, the adrenaline and excitement that had been flowing through their bodies had evaporated. Everypony was drained and it didn't knowing there was still more to be done.

"So what's next?" Simmons grunted out.

"What else? We take care of Masked Lunatic over there, then we start rebuilding the town." Twilight said, gesturing to the Meta and then to the rubble surrounding them.

"While we're at it, can I get a body with unexplodable limbs?" Tex asked.

"Dunno Tex. I think that look suits you." Church replied. Though he didn't have a face to emote with, you could here the smirk in his voice.

"I swear to God, when I get my limbs back, your ass will be a gravel road!" Tex snarled. Church waved a rock hoof and gave a dismissive sigh.

"Guys?" Caboose asked.

"I don't see why a more stable golem can't be created." Twilight said, stepping in. "To be honest, your bodies were made in a very slap-dash-in-a-hurry kind of way."

"Guys?" Caboose asked again.

"As long as I don't have to worry about them getting blown off, I could care less. A few more offensive options would be nice though." Tex stated. Twilight looked uncertain.

"Hey guys!" Caboose exclaimed.

"I'm not to sure I'd feel comfortable about that. Obviously I'll make you next one more sturdy, but as far as attack spells go..."

"Heeeeeey Guuuuiiiizsssss!" Caboose said, drawing out the word.

"FOR FUCK'S SAKE WHAT, CABOOSE?" Church snapped.

"The Meta is up." Caboose stated cheerily. The other ponies spun around to face the Meta. The white and brown unicorn was struggling to his feet. His mane was wild, and he was covered in dirt. With his mask gone, the other ponies saw his eyes were also brown. The Meta snarled at them as his horn sputtered to life. The Mane 6 and the RvB team immediately took up a defensive pose. The Meta snarled again and his horn flashed. The others tensed, and he was gone.

"Where's he gone?" Demanded Tex. They looked around in panic yet couldn't find him. The seconds dragged by as the group became more and more anxious.

"Oh, twitchy-twitchy!" Exclaimed Pinkie Pie. "Somepony's coming!"

"Where? Where's he coming from, Pinkie?" Twilight asked.

"Oh silly! It's a she, not a he!" Pinkie Pie corrected.

"Say what?" Tucker asked. A brilliant flash of light appeared in front of them, and the ponies spun around to face...

"Princess Celestia!" Twilight shouted joyfully. Ignoring usual decorum, she dashed forward and wrapped her hooves around Celestia's neck. To her credit, the alicorn was unfazed.

"Greetings my faithful student-" Celestia glanced around at disaster zone for a moment, then to the rest of the ponies in front of her. "-I take it our troublemaker was dealt with?" Twilight released her mentor and looked away, abashed.

"Well...not exactly..." The lavender unicorn muttered.

"We were able to destroy the entity that gave the Meta alicorn powers. However, the Meta himself escaped." Wash stated, stepping up next to Twilight. Celestia cocked her head in thought.

"With the corrupt entity destroyed, I do not believe we will have to worry too much about this Meta." She said finally. Twilight was about to say something when the Princess interrupted her with a flourish of her wing. "He's come in contact with the Elements of Harmony. I do not care what type of mindset he carries. Nopony leaves an encounter like that without some type of new outlook on life. Not to mention this fight has probably drained him significantly and I suspect it will take a while before he recuperates." Celestia explained.

"Forgive me for questioning your reasoning, your majesty, but the Meta still has the ability to steal other unicorn's powers to recharge himself. What's to stop him from using a string of innocent unicorns to recharge himself for another fight." Wash said evenly. The seemingly flippant way Celestia had dismissed the potential threat of Meta's retaliation perturbed him. Celestia merely flashed him that all-knowing smile of hers that made him want to hug a kitten.

"You are right to worry. But as _I_ have said, one does not leave an encounter with the Elements unscathed." The sun goddess said, a bit more forcefully this time. Wash frowned and looked away. Celestia rolled her eyes in a motherly *They never believe me* way. "Regardless, I doubt the Meta will attack at the moment. Focusing on damage control would be prudent for our next course of action." The Sun goddess stated. Everyone had to agree with that. As violent as the Meta was, he was probably in no shape to go hoof-to-hoof with an all-powerful deity in physical form.

"C'mon girls! It'll be jus' like win'ner wrap-up! 'Cept we're movin' rubble now stead'a snow..." Applejack said, trying to sound motivating.

"I'll go let the mayor know everyone can come out of hiding...er, if that's not too presumptuous..." Fluttershy half-stated/half asked. Twilight nodded and waved the pegasus off. The student turned to her mentor.

"Er, your majesty, if it's not too much to ask, well...can you stick around for a little while? Your presence would help speed the repairs along." Twilight asked. Reconstruction efforts would go much more smoothly if the citizens of Ponyville saw that their goddess was nearby to kick the flank of any troublemaker that showed their muzzles. Celestia considered the request.

"I'm sure my sister can handle the daily business in Canterlot while I oversee rebuilding efforts here." Celestia fought back a smile as she heard the other ponies breath a sigh of relief.

*Break*

The Meta blinked back into existence. He promptly stumbled over to a tree and heaved. Since he hadn't eaten much, very little came out. The Meta pushed himself off the tree and the world spun. The now-white unicorn staggered but regained his balance. After a moment, his vision stopped swaying and his eyes focused. The Meta wasn't sure how far he had gone, but he certainly wasn't anywhere near Ponyville anymore. He picked a random direction and started a slow trot. As his senses settled, his body began to ache. The unicorn felt more tired then he ever had his entire existence. No doubt a side effect from having the nightmare entity ripped from him. Yet he stubbornly tromped forward. He refused to accept defeat. He had lost to a group of rainbow, peacenik, barnyard animals, and his ever present yet clueless foes. He would not let his own body beat him. Finally a dim light appeared through the thick forest. The way the illumination danced over the foliage, the Meta could tell it was a campfire.

The Meta brushed aside fatigue as adrenaline-fueld caution took over. His eyes darted to and fro, his ears flicking towards the slightest noise. The Meta flattened himself to the ground and slowly began to crawl towards the glow. The scent of apples and oats filled his nose. With the prospect of food egging him on, the Meta snuck to the edge of the camp. Hiding in the shadows, he surveyed the area in front of him. It was an open space surrounded by forest on three sides and a road on the fourth. To his left was a small cart barely large enough to fit a pony if they were curled in a ball. A mish-mash of possessions were both strapped down on and strewn about the cart, making it clear the pony who owned them wasn't very tidy at unpacking. In the center of the clearing was the campfire and the cart's owner. She was hunched over a small cooking pot, occasionally stirring the contents inside with her magic. The Meta could make out some of the things she was mumbling under her breath. "...Great and powerful..." and "...Purple unicorn can go..." were repeated often. Swears, curses, and dark promises livened up the mix. Somehow she looked worse for wear then the Meta did. Taking a chance, he decided to make his presence known.

The Great and Powerful Trixie scowled at the soupy gruel in the pot. Oatmeal-n-apples mix. She _hated_ oatmeal _and_ apples. Grits and berries would have been wonderful. Yet this slop was all she could afford, and she was far too proud to resort to eating grass. Yet. She desperately wanted to scream at the concoction and dump in the woods -or on a certain pony's head- but her stomach reminded her that she should be thankful for the meal. Life after Ponyville had been rough. News had spread far and wide on how she had "bawled in fear from the powerful Ursa major before the Princess' pupil stopped it." Trixie snorted. Ursa MINOR. And at least she had tried to stop the damned thing. Most ponies would have pissed themselves before that. Yet everywhere she went, ridicule and mockery were there to meet her. However, the Great and Powerful Trixie relished the challenge. The debacle had forced her to refine her powers as she constantly had to come up with new and complex ways to humiliate her neighsayers. Yes, this setback had made her a better magician in spite of it all. It still played merry havoc on her coin purse though. One would think creating a water monster from a near-by pond to silence a heckler would fetch more bits, but ponies were awfully stingy about giving money to "the Fraud." She'd nearly killed herself earning enough bits to buy the crummy cart she had now, and decent food was a luxury. Instead, she was forced to eat this this insta-mix garbage; the only foodstuff inside her budget.

*snap!*

Trixie spun around, horn aglow. "WHO DARES APPROACH THE GREAT AND POWERFUL TRIXEeeeeeeeeeeeoh horseapples..." Trixie muttered; her challenge dying on her lips. Before her was what could best be described as a feral unicorn. His scattered, blond mane and sullied white and brown coat added to the image. He let out a growl only wolves should make and then slowly made his way towards her. Finally he stopped a few feet from her and glared at Trixie with blood red -and blood shot- eyes. Trixie finally found her voice. "Care for some oatmeal?"

*Break*

With the Princess and Twilight overseeing the rebuilding of Ponyville, reconstruction went by much quicker then expected. By evening, nearly all the rubble had been cleared and frames to replace destroyed buildings were in varied stages of completion. As the Moon rose in the sky, Pinkie Pie decided to hold a "Ding dong, the meaniepants is gone" party. Though it was open to all, most were exhausted from rebuilding efforts and chose to return home. Not even the attendance of Princess Celestia could coax them to show. Despite low attendance, the party was in full swing. Though they were tired, both the RvB ponies and Mane 6 were enoying themselves.

"...So how is it possible to have a computer the size of a notepad?" During their mad rush to build the golem bodies for the two AIs, Simmons, Wash, and the others working with Twilight had constantly been comparing her computers to their own. Their comments had quipped her interest, but then wasn't the best time to ask about it. Now, though...

"Well humanity has had dozens of years to perfect the technology and make it more efficient. The first computers built were larger then yours, actually." Simmons replied.

"Do you...think you could build me a smaller computer?" Twilight asked, a bit hopefully. Simmons made a thoughful face.

"Dunno. Microchips and hard-drives are a lot different from crystals and rune. Plus I'd need to relearn how your program code works. Linux was never my strong suit." The maroon pony answered. Twilight looked downcast. "What I'm saying is it would take a while and it'd be an uphill battle the whole way. But it could be doable." Simmons added quickly. Twilight's face lit up. The dual possibilities of a tough challenge for her mental abilities and the prize of portable computers excited her to no end.

"When do you want to start?" She asked, enthusiasm already apparent in her voice.

"Once we finish rebuilding, I guess. I got nothing better to do." Simmons said with a shrug. Twilight squealed in glee, and Simmons forced a smile on his face. _'Why can't I ever meet normal chicks?'_ He mentally whined.

Back in the kitchen, Caboose held up something one might consider a war crime if you forced someone else to eat it. Pinkie Pie took a bit anyway. She immediately went into spasms. Her body jerked and twitched as foam sprayed from her lips. Caboose watched expectantly. Pinkie Pie then jerked to a stop and bolted upright. She grabbed the tray holding the offending 'foodstuffs' and dumped it into a bag marked "Baked bads."

"Well, I guess snickerdoodles aren't your strong point either." She stated. Caboose slumped in disappointment. Pinkie Pie tried to smooth over the situation. "Oh come on, Caboosey-woosy! Just because you can't make cookies, pies, muffins, cupcakes, rolls, party cake, danish, or toast, doesn't mean you can't bake!" She said encouragingly.

"Yeah, but how long will it take me to find something I'm good at?" The earth pony said glumly. Pinkie Pie smiled.

"Silly pony, you're already good at being a great friend! Don't worry, we'll find more things you're good at, just give it time! Or my name isn't Pinkie Pie!" She exclaimed, one hoof around Caboose's neck, the other pointing skyward. Caboose beamed; his mood raised by the compliment and Pinkie Pie's enthusiasm. "Now let's give scones a try!" The pink earth pony exclaimed, waving around a cookbook. She turned to Grif, who was trying to have a cat-nap on a sack of flour. "Griffy, could you be a nice pony and pick up these supplies from Sugar Cube Corner?" Pinkie Pie asked Grif as she waved a piece of paper with ingredients on it.

"Get bent. I'm not your runner." He snorted. Pinkie Pie was in his face in a second. Eyes wide, pupils shrunk, and hair flat; she gazed into Grif's soul. Grif stared back and saw madness.

"Ponies should be polite and helpful." She said flatly.

"Oh-my, I've-seemed-to-have-left-my-watch-in-your-house. I-shall-go-retrieve-it-and-bring-back-your-supplies-while-I-am-at-it." Grif replied, doing a horrible job of faking an even tone. He grabbed the list and shot off at a speed that would impress Rainbow Dash. Pinkie returned to normal and looked back at Caboose.

"Like Granny Pie said, all you have to do is ask nicely." Caboose, long accustomed to psychopaths, nodded in agreement.

Meanwhile, Princess Celestia stood in a corner by herself. She had made it clear she was not to be waited on. And after greeting her and shaking hooves, most of the ponies at the party were too exhausted from the day to do much else. The only pony who still had the energy to hover around the Princess, Twilight, was busy discussing technical details of those new-fangled computhingies with Simmons. Celestia knew Twilight's heart was in the right place when her student would try to wait her, but even Celestia needed a moment to herself. Secretly she was glad Simmons had distracted Twilight. Celestia took a sip of the punch Pinkie Pie made and noticed Wash slowly worm his way towards her.

"Your majesty." He said, bowing. Celestia motioned for him to rise.

"Ah, good eve Agent Washington. What do you require?" She asked.

"Your majesty, I was hoping we could have a chat." Wash said. He looked around, then added "Privately." Celestia smiled serenely and nodded. Inwardly she chuckled. It had been centuries since she'd last talked to some creature with Wash's mindset, and she knew exactly what he was going to ask.

"Of course. Though I prefer if you call me Princess. 'Majesty' just sounds so stuffy." Celestia motioned to a nearby door.

"Sounds reasonable enough, 'Princess'." Wash said as they made their way to the door. Once outside into the cool night air, they found a vacant spot near the library and sat down.  
>"So my little pony, what troubles you?" Celestia sounded a million times more motherly then Wash's own ever had. He figured it was a deflection tactic and shrugged it off.<p>

"If you would me to be so bold, why couldn't you have handled the Meta yourself, Princess?" He asked. The hidden question wasn't so much as hidden as it was painted over. Sloppily. The Princess breathed deeply and looked at the night sky.

"You are questioning my power and ability. You wonder if I am actually as powerful as they say I am." It was a statement, not a question.

"I'm nothing if not a skeptic. And I've had my fill of lies and smokescreens for this lifetime." Wash said, sounding more bold then he felt. There was a tiny voice in the back of his mind screaming that Celestia was everything she claimed and more. However Wash would not have peace of mind until he got confirmation. One way or another. Celestia's chuckle snapped him out of his revelry.

"So you wish for a show of power?" Celestia asked. The next thing Wash knew they weren't in Ponyville anymore. They were on the top of a mountain somewhere. Suddenly he was aware of Celestia looming over him, and that he had been staring at the ground. He looked up and felt the need to cringe. Celestia was different. She wasn't physically bigger, but her mere presence felt immense and crushing. Her skin seemed to crackle and flicker like fire, and her eyes burned like the sun. Despite the high altitude they were at, the air felt oppressively hot and smothering. **"Perhaps..." **Her voice and abandoned any pretense of gentleness. It was booming like a thousand cannons, as quiet as wind whispering through the forest, and everything in between. **"...you should be asking yourself if you really want a true demonstration." **Celestia continued. Her voice made Wash want to run away and hug her at the same time. **"What are you? A puny mortal. A drop in the ocean of time and space. And you DARE question my authenticity?"** Wash could feel the tips of his hair burning.** "Me, a divine creature, the co-creator of this realm, the master of the very sun and all its powers? To gaze upon but a fraction of my true being would cause your flimsy mind to shatter, and you have the GALL to demand a sign of my abilities?" **Her voice was deafening. Wash felt like he was spinning in a million different directions all at once. His very being was stretched out and scrunched together all at the same time. And then it all stopped.

Wash hugged the ground and vomited. He stumbled upright, heaved some more, and found himself facing Celestia, the pony princess, once again. She wore that soft smile of hers that made one feel like they could fall asleep in her hooves. "You are wise and right to demand proof. Blind obedience helps make my job easier, but sometimes I find myself disappointed with my children's lack of doubt." She said with a chuckle. Wash found he could look at her now without wanting to sob in joy and horror. "As to the question you asked...well, I don't want my children to be defenseless, feeble-minded foals. If I always solved their problems for them, they would never grow or learn or do anything besides chew grass all day. Make sense?" She asked. Wash nodded. Celestia smiled and pointed a wing over to Twilight's Library. Wash wasn't sure when it had happened, but they were back in Ponyville. "Now, shall we return to the party?" Celestia asked. Wash shook his head.

"I think...I think I'd like to get some sleep, actually." He replied slowly. Celestia attempted to stop a giggle from escaping. "Uh, one more thing though-" Wash felt unsure how to continue, feeling greatly humbled by his recent experience. The mischievously raised eyebrow Celestia was giving him didn't help either. "-What about the Meta?" Celestia lost the cheeky look and replaced it with somber determination.

"Everypony deserves a second chance. What Agent Maine does with his is up to him. Should he squander it and continue to hound my subjects, I shall have no choice but do deal with him. It is not the type of action I take lightly. But I hope he abandons his old tendencies and finds a new road to travel." Wash was about to object, when memories of the past 10 minutes assaulted him. Princess Celestia could probably destroy the Meta with a hard glare. Then another thought struck him.

"How did you know his name was agent Maine?" He asked.

"A lady can't reveal all her secrets, agent." Celestia said mischievously. Wash figured that was the best he was going to get out of her. "So what of you, agent Washington? What will your plans for the future be?" She asked. Wash drew a momentary blank.

"Truthfully, I'm not to sure. I doubt they'll find a way to get back to my own universe, and as nice as it is, I don't want to stay in Ponyville." He replied.

"If you are interested, I'm sure I can find a spot for you in the Royal Guard." Celestia offered. Wash mulled it over before shaking his head.

"Thanks, but I've had my fill of playing soldier. I suppose I'll just wander. Do handyman-er-pony stuff. Besides, I'm sure there's a hidden danger or two through-out the land." He said. Celestia raised an eyebrow.

"Indeed. Though I suggest you not actively search for them. Such things can lead to problems for my ponies, and as I've just told you-" Celestia brought her face eye level to Wash's. "-I won't abide troublemakers in my kingdom. Understand?" Wash nodded rapidly. Somehow Celestia pulled off being intimidating and motherly at the same time. Wash suspected he would never learn how she did it.

"Right, well Princess, I'm rooming at Sweet Apple Acres right now. So I'll just head on over there then." The grey unicorn responded. "And not cause any trouble at all." He added as sincerely as he could. Celestia nodded with a pleased smile.

"I'll give them your regards." She responded. Wash put on a fake grin and slowly backed away from her.

"I appreciate it, Princess. Now, if you'll excuse me..." He said as he tried to trot away non-nonchalantly. Celestia waited until after he was out of hearing range before she let loose a stream of giggles. She wished Wash's type would come around more often. The alicorn got no end of pleasure having a bit of fun at a skeptic's expense. With a final chuckle, she walked back into the library.

When she got there, she found that most of the crowd had left, with the exception of the Element bearers, the RvB ponies, and locals Bon-bon and Lyra who Sarge had managed to trap into a corner and was busy regaling them with cheery stories on the different methods he had devised to kill people. "...and so after ya boil his feet 'n oil, you take his hands 'n' stick 'em in'a meat-grinder. Then ya cook the ground hands in tah 'Handburgers' -heh heh- and feed it to 'em. Course, ya poison the burgers first. An' that's method number 129." His 'audience' were struggling to keep their food in their stomachs. Celestia came to their rescue.

"Ah, my dear Sarge. I believe these two young mares are quite exhausted from today's events. As interested as they seem in your tales, it would be best to let them on their way." She advised.

"'Ah reckon' your right, Princess." He said, turning back to Lyra and Bon-bon. "Ya'll head on home. Can't 'ave tired troops!" The two mares nodded, shooting a grateful look at their ruler before making a beeline to the door.

"We're moving. Tonight." Bon-bon hissed to Lyra.

"Can I throw up first?" Lyra responded.

"Sure, but I call dibs on the toliet." The cream colored earth pony said.

"What am I supposed to use then?" Her unicorn friend asked.

"Why do you think Berry Punch has all those trash cans around her house?"

Back in the Library, Celestia had summoned all the others to her. " As pleasant as this evening has been, I'm afraid I must make my leave. I have full confidence in my sister's leadership skills. But the nobles and aristocrats inhabiting my court will start trying to pull fast ones over her the longer I'm gone. Intelligent as she is, I fear one of their obsured requests will manage to slip past. Then everypony will be paying a tax for red cake frosting or something like that." The Princess stated, sounding just the tiniest bit irritated. The other ponies nodded.

"It's been a honor to have you visit us, your majesty!" Twilight exclaimed. "I hope you'll come again soon once we've rebuilt Ponyville."

"Yes your eminence. One such as yourself shouldn't have to look at what a mess this town is. You simply must return once it's been restored proper!" Rarity added. The rest of the mane 6 nodded in agreement. Celestia gave a warm smile.

"Fear not, my ponies. Restoring Ponyville will be at the top of my to-do list. And once it is repaired, I'll definitely be returning to visit." She said. The others cheered. Celestia turned her attention to the RvB ponies. "Now then, what shall you all be up to?" She asked. "You three seemed to be rather inclined to fight. I could use ponies such as yourselves for my Royal Guard." She said to Church, Tex, and Sarge. "You especially seem like the type I could use to train recruits." Celestia told Sarge. _'On what a guard isn't supposed to be, anyway.' _She thought. To her surprise, Sarge declined.

"Thank ye kindly for the offer, Princess. But Ponyville needs me more!" The red earth pony exclaimed. The others gave him a questioning look. "What happens if the Meta or somepony like 'em comes 'ere again? Ponyville's defenseless! What this town needs is a militia."

"I assume you would be taking the mantel of 'Militia leader'?" Celestia asked.

"You bet'cha, Princess." Sarge replied enthusiastically.

"Well I suppose it's not a bad idea." The alicorn stated, despite the silently mouthed "no" that everypony was giving her. "You will, of course, be answerable to the Mayor and run all your requests through her." Celestia stated firmly. '_Note to self: Have Twilight and they Mayor watch him like a hawk.' _She thought.

" 'Course Princess. Now if ya'll excuse me, I gotta go design some Grifpults." He said, sounding excited.

"Don't you mean 'Catapults'?" Twilight asked. Sarge paused and thought for a minute.

"Hmm, reckon 'ah oughta design some of those, too." The earth pony mused. In the back ground, Grif rolled his eyes. Celestia cleared her throat and turned her attention to the other two she had addressed.

"And what of you two?"

"Eh, I think I'm just going to kick back and relax. I finally got a body back, and I aim to enjoy it. So thanks, but no thanks, Princess." Church responded. The Sun Goddess shrugged and looked at Tex. The Golem pony's legs had been hastily fixed by Twilight, allowing her to move about freely. Tex seemed to ponder Celestia's request.

"Is it possible to get a real, organic body to put me into?" She finally asked.

"Yes, but it takes time and-" The Princess began.

"Get me a body that lets me feel again and I'll join your little guard club." Tex interrupted. The mane 6 balked at Tex's blunt tone. Celestia didn't seem to mind. These ponies were a breath of fresh air after spending centuries surrounded by pomp, stuffy decorum, and ponies addressing her like she was going to banish them. Obviously it wouldn't do for them to talk to her like that in public, but in private was a different matter.

"A flesh Golem in exchange for loyalty to me...That sounds like a deal to me, Agent Texas." Celestia responded. Celestia looked at the remaining RvB ponies. "And what of the rest of you? What are your plans for the future?"

"I'm going to be making science Twillit." Simmons stated. Twilight cringed. Also, one really couldn't 'make' science.

"I'm gonna be a baker!" Caboose exclaimed. Everypony seemed to wince, and Pinkie Pie struggled to keep a look of pain from replacing her smile.

"I'm teaching him, don't worry!" The party pony added. Everypony relaxed. If only a little.

"I'm going to be working at the medical clinic. I'm sure I'll be a big help over there." Doc explained.

"I'm going to nap and eat snacks" Grif mumbled.

"I'm gonna pick up some sweet mare flank, bow-chika-wow-wow!" Tucker said, seemingly oblivious to present company.

"_I'm_ going to make sure these two bozos actually do some work." Dash hissed. Celestia only smiled. Inwardly she chuckled. Both from the RvB antics, and the embarrassed looks the Mane 6 were making.

"Well, I can clearly see everything is under control here. I would love to stay, but I simply must head back to Canterlot before a noble slips something silly past my sister." Princess Celestia said. "Good luck to all of you. And Twilight Sparkle, I shall look forward to your progress reports keeping me updated on the situation." She said. Before anypony, especially Twilight could say anything, the Sun Goddess had teleported away. For a moment, all was quiet, before Grif broke the silence.

"So, I guess work means we're weather ponies now?" He asked.

"Yup." Dash said firmly.

"I'll weather your pony! Bow-chika-wo-"*Smack* Was all Tucker could get out before Dash hit him.

*Break*

-A month later-

Twilight strolled through the new streets of Ponyville. The last of the damages had been fixed a week ago, and now ponies were adding the finishing touches such as paint and decorations. Foals laughed and played, shops were open for business, and the cloud that had settled over the town when the Meta had attacked had all but vanished. The newest additions to the town had settled in nicely. Well, sort of. Doc had it the easiest. With his upbeat demeanor and potent healing magic, he quickly won over the town's respect and trust. He was living out of a spare room in the clinic, but some of the ponies in the town were working on building a small house for him. Rarity had initially insisted he stay in her boutique, but Doc had politely refused. He stated that 'Guest and fish start to smell the same after three days' and informed the fashionista that he wouldn't overstay his welcome.

Caboose was also fitting in, if only just. Working with Pinkie Pie, he'd finally found something he was good at making: Doughnuts. They could give Pony Joe a run for his money and the treats became an instant hit in town. However, his behavior and clumsiness alienated him from the other ponies. Mr. and Mrs. Cake had nearly threw him out when he accidentally destroyed their kitchen, but Pinkie had gone to bat for him. Right now, his bit-making doughnuts were really the only reason the Cakes put up with him. Aside from his teammates, Pinkie Pie was really the only one who enjoyed his company. For that, Caboose was utterly loyal to the random party pony. They had become brother and sister and inseparable.

Speaking of inseparable, Simmons and herself had been spending so much time in her lab working on creating new technology, unscrupulous rumors were starting to circulate. True she did enjoy Simmons' company on an intellectual level, but he was a bit too...clingy? He always needed a 'pat on the back', so to speak. He also became insufferably snarky when he felt his contributions weren't appreciated. And considering the fact that when Sarge would burst into their lab demanding Simmons double-check his newest 'device,' Simmons would drop everything and rush off to comply. Twilight suspected Simmons had self-worth issues.

And Sarge...That pony...the mayor had her hooves full trying to keep him in line. His 'Ponyville Militia' had one member. Himself. Most prospective members had been driven off by his bossy, dismissive attitude. The few who had stayed left, fearing for their safety. Sarge's usual plans were as dangerous as they were absurd. Davenport, the owner of Quills and Sofas, had remarked to Twilight that 'His plans are so insane they they somehow made sense. It's frightening on a level I can't describe.' Speaking of plans, whether it was lava filled pitfalls, trained security manticores, or 'motion-tracking Gatling turrets', the schemes Sarge came up on a daily basis to keep the town 'safe' usually promised to ensure it's destruction. Usually if his plan involved a mechanical component, the Mayor would invite Twilight over to access the device's usefulness. Some were clever; ingenious even. All, however, promised horrible consequences if they backfired. And a good chunk of them also involved Grif getting injured or killed. The thing that had driven the remaining ponies away from Sarge's militia was his class named "Grif and you: The impact Grif holds on the modern battlefield". No pony stayed after the section titled "Grif: Emergency food source." Perhaps most horrifying was the fact that Sarge had written down Grif based recipes. It was another thing she would never understand. Once she had asked Simmons about it. The stallion replied it had and would always be like that. When Twilight asked for specific reasons, Simmons shrugged, then rambled about how it was because Grif was lazy and never took orders.

Twilight decided if she accepted Simmons' explanation, she'd lose faith in the power of friendship. The purple mare had gone to Grif, hoping he'd have more insight on the matter. His response to her inquiry? "Sarge is a dick. What's so strange about that?" She had launched into a tirade about how friends don't treat other friends like this, before Grif interrupted her and explained that the red team were _comrades_, not friends. And only if comrades meant people who hate each other forced to band together when facing dire situations. Twilight was about to argue some more before Dash had stopped by and griped about how Twilight was distracting one of her 'workers.' Sometimes Twilight could imagine them brother and sister. They were both snarky, loudmouthed, and procrastinating. Then again, Dash actually had a real goal she drove for. Not to mention she was incredibly athletic. Whereas Grif was unmotivated and one of the pudgiest pegasi Twilight had ever seen. Similar yet completely different...Yep, definitely could be mistaken for siblings. Or one of those weird comedy mismatch romance stories that were in a lot of Rarity's romance novels.

If Grif and Dash could be confused for siblings, then Tucker was that sleaze who kept hitting on Dash and never got the hint. No matter how many facepunches he got. In the month he had been in town, nearly every mare grew a scowl at the mere mention of his name. The only ones who didn't seem bothered by him were Ditzy the malemare and Pinkie Pie. Both would just laugh off whatever ridiculous pick-up line Tucker had thrown at them and go on their way. Actually, Twilight was beginning to suspect Ditzy enjoyed Tucker's flirting. Not to many stallions were lining up to offer the cross-eyed mare pick-up lines. She'd even been able to sucker muffins out of him on a few occasions. Perhaps the only reason why the ladies of the town hadn't formed a lynch mob yet was that Tucker was fast becoming an excellent weather-pegasus. He was already 3rd best in town. Obviously he would never be at Rainbow Dash's level, but he had managed to clear the skies one day in 38 seconds flat. Still a mean feat. He'd been asked how he did it. Tucker responded "The sky's like a beautiful lady. You just gotta put the right moves on her and she'll spread right open for you. Bow-chika-wow-wow!" This was at Miss Cheerielee's class. The teacher had thrown him out a window shortly after. Unfortunately, Tucker still had one more zinger. "Wanna show me what else you can do with those hooves? Bow-chika-wow-wow!" The whole class gained a new respect for their teacher and her now "infamous throwing-hoof." Twilight had asked Church if Tucker had ever been any different. The golem's respond was exactly the same as Simmons'. Things had been that way since as long as they could remember.

Church seemed to be settling in only because he had been avoiding Ponyville all together. Twilight had been shocked beyond words when he announced he was leaving with the fully healed Zecora back to her hut in Everfree Forest. Zecora had been taken by surprise, not ever guessing that someone would wish to live with her. "Your guess, Ms Sparkle, is as good as mine. Hopefully this golem's intentions shall be revealed in time." Twilight wondered if it was for 'soul searching.' If he even had one. From what Twilight understood, he was actually an electronic copy of somepony else; or person as they said. It had gotten confusing after that. Whatever his reason, Church didn't say. His only request for Twilight was that she contact him if an organic body could be made for himself. Outside of that, nopony had a clue what Church was doing.

Another pony to leave town was Tex. Immediately after the clean-up had finished, royal guards had shown up and hauled the golem away. Last Twilight had heard, Tex had started a hoof-to-hoof combat program for the Royal Guard. Tex's cover story was that she was a pony who's soul had been trapped into a golem after an attempt to transmute dirt to bits went wrong. The imaginary pony had also apparently been a vivid fighter. When Tex's new combat training had started, injuries had risen in the Royal Guard by nearly 20%. Though from what she heard, Princess Celestia was very pleased with the way the class was progressing. Celestia was also keen on upholding her end of the bargain, and had been sending Twilight details on what had been learned on creating a new, organic body to host a soul in. Most of the information in general had been hard to come by. Creating a functioning, souless body was a technique usually employed by dark cults trying to bring monsters into Equestria. As such, most information on the subject was usually destroyed when it surfaced. Still, with some of Canterlot's brightest minds, and help from herself, Twilight was certain a breakthrough was imminent.

Musing on the fates of the newcomers, she reached the last one: Wash. The 'Freelancer' had taken up residence on the Apple farm, living in a room he'd built into the barn. He had become quite proficient at applebucking, plowing, seeding, and other farm duties despite being a unicorn. Applejack had said he had a "green horn." In addition to doing chores to pay for his rent, Wash had spent most of his free time at Twilight's library reading spell-book after spell-book. His grasp of magic spells was growing at a near frightening pace. Twilight had 'casually' mentioned it in one of her letters to Celestia, figuring the Sun Goddess would want to be informed. The Princess had written back, telling her student not to worry, and that she and Wash had already had a talk before she left. Applejack had also vouched for him. "Shoot, Twi', sure 'es a lil' rough round the edges, but 'es tryin'." However, Twilight couldn't shake the feeling that he was just sticking around until something that suited his needs better came along. Twilight groaned. Confound these new ponies. Life was so much simpler when it was just her friends and a weekly crisis to solve. A rock interrupted her internal evaluation of the past month when she tripped over it. After a moment of stumbling, Twilight realized she was almost at the edge of Ponyville. She had been so wrapped up in thought she had completely walked past the Market square without even noticing. Twilight sighed and turned around to head back. And found herself face-to-face with Ditzy Doo.

"Oh, uh, hey Ditzy. How are you?" Twilight asked. She noticed Ditzy's bulging saddlebags and remembered it was a Saturday. "How are you working today? Did the delivery days change?" She queried.

"Improper input!" Ditzy stated. "Different contract. Side quest to gain monetary for Dinky's grand muffin shock!" The mare continued. She reached into her bag and stuck a paper on Twilight's horn. "Free sample!" She chirped, before taking off towards Trottingham. Twilight made a face and pulled the paper of her horn. She knew Ditzy had a speaking disability, but her behavior was just odd sometimes. Shaking her head, Twilight glanced at the paper. Her stomach dropped, and she took off.

*Break*

"Alright Twi, everyone's here. So what's up?" Rainbow Dash announced as Rarity and Doc passed through the door. The RvB ponies and the mane 6 had all gathered into the library after Twilight had informed them she had an important discovery to share with them.

"Yeah, you're cutting into some serious nap time here." Grif added. He ignored the scowl from Dash.

"I shall have to agree with Rainbow. The fall clothing line is just around the corner and I simply must have everything ready before then." Rarity chimed in.

"Alright, alright, calm down." Twilight stated. "I've come across something very important that I think you should all know about. And that is this:" She held up the poster that Ditzy had given her. The other ponies gasped in shock.

**"SEE THE ****GREAT AND POWERFUL TRIXIE: MASTER MAGICIAN! ****AND HER AWE-INSPIRING ASSISTANT, IRON MANE: ****THE UNICORN WITH THE STRENGTH OF TEN EARTH PONIES****! " **The poster brazenly declared. The top half showed Trixie rearing up in a cocky, aggressive manner. Her face was both triumphant and conceited; a sneering grin spread across her features. 'Iron Mane' looked both smug and viscous as he gripped two 50 pound weights in his mouth. The jumble of Greek symbols on his flank was all the evidence the group needed to come to the correct conclusion.

"Meta!" Church exclaimed.

"What the Pickadilly is the Meta doin' ina circus?" Sarge grumbled.

"Weightlifting, it seems." Rarity remarked dryly.

"Who's the chick?" Simmons asked.

"Some ol' windbag by th'name a Trixie. She used 'er magic ta humiliate other ponies til Twi here sen'ner packin." Applejack explained.

"A magician? Well I gotta few tricks I'd like to show her. Bow ch-*" By now, most of the ponies had been able to anticipate Tucker's usual response. And Applejack silenced by stuffing an apple into his mouth. She ignored the look of indignant rage.

"But why would the Meta be traveling with a egotistical magician as a sideshow? What does he stand to gain?" Doc asked.

"I'm not sure, but I do know one thing-" Twilight replied. "-Their next show is in Trottingham in a few days. Anypony wanna see a magic show?" She asked the crowd, the fire of adventure burning in her eyes. The other ponies exchanged a few glances before looking back to Twilight.

"Shoot, Twi, ya know ah wouldn't leave ya in the lurch, but harvestin' seasons coming up 'n' Big Mac needs mah help tah buck all them apples." Applejack said despondently.

"And I simply have a slew of work I need to accomplish. Not to mention what happened the last time I ran across that horrible witch. You know I'd love to go, but I have too many responsibilities." Rarity said with an over-dramatic sigh.

"Don't worry guys! I got this covered. I got a few days of leave saved up anyway. Trottingham, here I come!" Dash exclaimed, boxing air.

"Well, um...I guess that...well maybe I might be able to go..." Fluttershy said "As long as Angel knows I'm gone." She muttered. When Fluttershy had returned home to a wrecked kitchen and Angel, covered in bits of food, sleeping on a pile of random vegetables. She had not been pleased.

"Oh YES! I love epic adventures! The random encounters! Side quests! Slaying boss monsters! Tavern drinking contests! Rescuing a pretty mare in distress! Oooh, that reminds me. I need to go get my plus +5 minstrel barding! Be right back Twilight! Don't leave without me!" Pinkie Pie exclaimed, before mysteriously vanishing.

"That chick creeps me the fuck out..." Tucker muttered, having consumed the fruit Applejack had silenced him with.

"Moving along. So I have Dash and Pinkie. Anypony else?" Twilight said quickly. Tucker shrugged and raised his hoof. As did Simmons.

"We need to find out what the Meta is up to. Count me in." Wash said, speaking for the first time.

"Sooner the Meta's down, the safer the town is. Ah'm in!" Sarge bellowed.

"Sorry, but Rarity will probably need help with her designs. And the clinic needs somepony to fill in for nurse Redheart since she's taking a vacation. Good luck though." Doc explained. Caboose was nowhere to be seen. He'd gone after Pinkie Pie. Though one could assume since Pinkie was going, so was he. That left Grif and Church.

"Love to go, but I think I'm a bit conspicuous." Church stated. The others nodded. It made sense. All eyes turned to Grif.

"Pfft, as if you jerks would let me stay." He grumbled, glaring first at Dash, then at Sarge.

"You need the exercise." Retorted Dash. Grif cursed under his breath.

"Then it's settled!" Twilight declared, ignoring the growing spat between Grif and Dash. "Pack your bags fillies and colts, we're going to Trottingham!"

*END!*

To be continued NEVER! Well, maybe. I doubt it though. I might get some inspiration to write the above mentioned story arc, but I honestly doubt it. Who knows. I really don't like this chapter either. I ran out of ideas and the whole thing feels forced. But I knew I had to finish it somehow and this was the only thing I could think of. Feels like I ran out of good dialogue too. What can you do? Anyway, rock out bronies!


End file.
